Addvalue Technologies Ltd: Major Share Capital Update Following Exercise of Convertible Loan Notes and Warrants

Summary of Key Developments

• 48.5 million new shares issued through conversion of Convertible Loan Notes (CLNs) and exercise of detachable Warrants.
• Share capital increased to 3,432,192,675 ordinary shares, from 3,383,692,675 previously.
• New shares represent 1.43% of pre-issuance share capital and 1.41% of enlarged share capital.
• All new shares to be listed and quoted on SGX Mainboard on or about 24 December 2025, from 9 a.m. onwards.
• S\$195,000 in additional proceeds received from the exercise of Warrants, to be used for working capital.
• Outstanding CLNs and Warrants (Restricted Persons Issue) reduced to 29 million each; none remain under Non-Restricted Persons Issue.

Detailed Breakdown of the Share Issuance

1. Conversion of Convertible Loan Notes (CLNs)

On 15 December 2025, Addvalue Technologies Ltd received notices from CLN holders to exercise their right to convert a total of 33,500,000 CLNs (aggregate principal amount: S\$435,500) into 33,500,000 ordinary shares at an exercise price of S\$0.013 per share.

• 8,000,000 shares arising from this conversion were issued to “Restricted Persons”, as approved at the Company’s extraordinary general meeting on 6 March 2024.
• The remaining 25,500,000 shares were issued to “Non-Restricted Persons” under the general share issue mandate granted on 28 January 2024.

2. Exercise of Detachable Warrants

On the same date, the Company also received notices from Warrant holders to exercise 15,000,000 Warrants into 15,000,000 ordinary shares, also at an exercise price of S\$0.013 per share.

• 6,000,000 shares were issued to “Restricted Persons” (as approved at the EGM of 6 March 2024).
• The remaining 9,000,000 shares were allotted to “Non-Restricted Persons” under the general mandate.

3. Share Capital Impact and Listing

The combined effect of these exercises is the issuance of a total of 48,500,000 new ordinary shares. These shares will be listed and quoted on the Mainboard of the Singapore Exchange Securities Trading Limited (SGX-ST) on or about 24 December 2025, from 9 a.m. onwards.

• Pre-issuance share capital: 3,383,692,675 ordinary shares
• Post-issuance share capital: 3,432,192,675 ordinary shares
• Enlarged issued and paid-up share capital: S\$121,611,893

4. Changes to Outstanding Convertible Securities

• Outstanding CLNs (Restricted Persons Issue): 29,000,000
• Outstanding Warrants (Restricted Persons Issue): 29,000,000
• No outstanding CLNs or Warrants under Non-Restricted Persons Issue remain.

5. Use of Proceeds

The Company received S\$195,000 in additional proceeds from the exercise of the Warrants. These funds will be used for working capital requirements, including payroll and general administrative expenses. It is important to note that no new proceeds are generated from the conversion of the CLNs, as these were received at the time of the initial CLN issuance.

Potential Implications for Shareholders and Share Price

• Share Dilution: The issuance of 48.5 million new shares increases the overall share capital by 1.43% (pre-issuance) and 1.41% (post-issuance), resulting in a modest dilution for existing shareholders.
• Liquidity Boost: The additional shares and the listing of these new shares could enhance trading liquidity in the short term.
• Clearer Capital Structure: The reduction in outstanding CLNs and Warrants (particularly for Non-Restricted Persons) may reduce overhang risks and provide more certainty regarding future dilution.
• Use of Funds: The application of new proceeds towards working capital may support ongoing operations and business stability.
• Price Sensitivity: Investors should note the impact of share issuance and dilution, as well as the entry of new shares into the market, which may influence short-term share price performance.

Conclusion

This share capital update is significant for investors as it results in a measurable increase to the Company’s share base, reduces outstanding convertible securities, and brings in new proceeds for working capital. The listing of new shares, the completion of these conversions, and the clarified capital structure are important developments that may affect share price and investor sentiment in the near term.

Disclaimer: This article is based on publicly released information by Addvalue Technologies Ltd and is intended for informational purposes only. It does not constitute investment advice. Investors should perform their own due diligence and consult with professional advisors before making any investment decisions.

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