LHN Limited and Coliwoo Holdings Announce Major Disposal of Stake in Coliwoo PP Pte. Ltd.

On December 18, 2025, LHN Limited and its subsidiary, Coliwoo Holdings Limited (“CHL”), announced the proposed disposal of their entire 80% equity interest in Coliwoo PP Pte. Ltd. (“CWPPPL”). This transaction is a significant corporate development that could impact shareholder value and market perception of both LHN Limited and CHL.

Key Details of the Transaction

• Transaction Parties: CHL (80% seller), Globalpoint Far East Pte. Ltd. (“GPFE”, 20% seller), and CWL Properties Pte. Ltd. (“Purchaser”).
• Target Company: Coliwoo PP Pte. Ltd. (“CWPPPL”), which owns and operates Coliwoo Hotel Pasir Panjang, a co-living space at 404 Pasir Panjang Road, Singapore.
• Transaction Value: Aggregate consideration of S\$43,900,000 plus a variable amount based on CWPPPL’s net asset value at closing.
• Shareholding Sold: 100% of CWPPPL (80% by CHL, 20% by GPFE).
• Valuation Basis: Property valuation as at 30 September 2025 by Savills Valuation and Professional Services (S) Pte Ltd, at S\$43.5 million.
• Expected Completion Date: 12 January 2026 or within three business days of fulfilling all conditions precedent.

Payment Structure and Terms

• The Purchaser has already paid an earnest deposit of S\$439,000 (1% of Purchase Price).
• 5% of Purchase Price (S\$2,195,000) to be paid as deposit upon SPA signing, split 80:20 between CHL and GPFE.
• Remaining Purchase Price (S\$41,266,000) to be paid at closing, with payments prioritized as follows:
  • Repayment of outstanding bank loan (United Overseas Bank Limited)
  • Repayment of shareholders’ loans and accrued interest
  • Balance to be split 80:20 between CHL and GPFE
• Variable adjustment to be paid based on the difference between the proforma net asset and the final closing net asset value.

Key Conditions Precedent

• All debts and liabilities (except bank loan) of CWPPPL to be settled or extinguished by sellers before closing.
• Relevant shareholder and board approvals from sellers and LHN Limited must be obtained (as required by SGX Listing Manual).
• Property title must be in good order and free from encumbrances at closing.
• No material adverse change between SPA signing and closing.

Master Lease Back Arrangement

• As part of the transaction, CHL (or its subsidiary) will lease back the property as master tenant for six years post-completion. All existing tenancy and maintenance agreements will be assigned or novated to the master tenant.

Financial Effects and Rationale

• Rationale: The disposal is part of CHL’s “capital recycling” strategy, allowing the group to realize fair value gains and redeploy proceeds for business expansion, working capital, and repayment of loans to LHN Group Pte. Ltd.
• Financial Impact:
  • NTA per Share: Slight increase from S\$0.4030 to S\$0.4041 per share.
  • Earnings per Share: Marginal decrease from S\$0.0482 to S\$0.0462 per share.
  • Estimated Net Proceeds to CHL: About S\$15.3 million after loan repayments and related costs.
  • Estimated Gain on Disposal: S\$0.3 million for FY2026, as most fair value gains were recognized previously.
• Classification: The transaction is classified as a “discloseable transaction” under SGX Listing Manual Chapter 10, with a relative figure of 13.05% against company market cap.

Other Important Points for Shareholders

• No new shares will be issued as part of this transaction.
• No director or substantial shareholder (other than in their official capacity) has any interest in this transaction.
• No new director appointments are proposed in connection with this deal.
• The SPA is available for inspection at the registered office for three months from the announcement date.
• Further announcements will be made upon any material developments.

Potential Share Price Sensitivity

• This transaction is price sensitive as it:
  • Provides a substantial cash inflow for CHL and LHN Limited, strengthening their balance sheet and enabling further business development or debt reduction.
  • Demonstrates the group’s ability to unlock value from property investments, which may positively influence investor sentiment regarding capital management and operational strategy.
  • Introduces a lease-back arrangement, ensuring continued revenue from the property for at least six years post-sale, which may help mitigate concerns about loss of operational cash flow.
• Investors should note the marginal impact on earnings per share and the relatively small gain on disposal, as the bulk of the fair value gain was previously recognized.

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