Sunrise Shares Holdings Ltd Announces Extension of Cut-Off Date for Major Acquisition

Key Highlights

• Proposed Acquisition: Sunrise Shares Holdings Ltd. plans to acquire the entire equity interest in Fuzhou Tianfujia Industrial Co., Ltd. for a total consideration of S\$1,000,000, marking this as a major transaction for the company.
• Shareholder Approval: The acquisition was approved by shareholders at the Extraordinary General Meeting held on 19 December 2025.
• Conditions Precedent: Completion of the acquisition is subject to the fulfilment of several conditions precedent outlined in the Share Sale Agreement (SSA) dated 26 September 2025.
• Extension of Cut-Off Date: Not all conditions precedent have been fulfilled by the original cut-off date (26 December 2025). The company and the vendors have mutually agreed, via an extension letter dated 23 December 2025, to extend the cut-off date to 26 March 2026.
• All Other Terms Unchanged: Apart from the extension of the cut-off date, all other terms and conditions of the SSA remain unchanged and in full effect.

Details for Investors

Sunrise Shares Holdings Ltd.’s proposed acquisition of Fuzhou Tianfujia Industrial Co., Ltd. is a significant transaction that could potentially impact the company’s future business strategy and financial position. The acquisition, valued at S\$1,000,000, is positioned as a major transaction and has already received the necessary shareholder approval.

However, the completion of this acquisition is contingent upon fulfilment of specific conditions precedent as stipulated in the SSA. These conditions are critical to the transaction and their non-fulfilment by the initial cut-off date could have delayed or derailed the acquisition.

On 23 December 2025, the company announced that certain conditions precedent remain outstanding, necessitating an extension to the cut-off date for completion. Both Sunrise Shares Holdings Ltd. and the vendors have agreed in writing to extend this deadline by three months, from 26 December 2025 to 26 March 2026. This provides additional time to satisfy the conditions precedent and signals the company’s commitment to closing the deal.

No other terms of the agreement have been changed, and the company has reiterated that all previous terms and conditions remain valid and enforceable.

Potential Price Sensitive Information & Shareholder Advisory

• Share Price Impact: The extension of the cut-off date and the fact that conditions precedent remain outstanding could introduce uncertainty regarding the timing and completion of the acquisition. This may cause share price volatility as investors reassess the transaction’s likelihood and its implications for the company’s future growth and earnings.
• Cautionary Statement: The company has explicitly advised shareholders and potential investors to exercise caution when trading in the company’s shares, as completion of the acquisition is not yet guaranteed and remains subject to the fulfilment of all conditions precedent. Investors are encouraged to consult their legal, financial, tax, or other professional advisers if they are uncertain about the implications of this announcement.

The Directors have affirmed their collective and individual responsibility for the accuracy and completeness of the information provided in this announcement, confirming that, to their knowledge, all material facts have been properly disclosed and no misleading statements have been made.

The announcement has been reviewed by the company’s sponsor, Novus Corporate Finance Pte. Ltd., but has not been examined or approved by the Singapore Exchange Securities Trading Limited (SGX-ST). The SGX-ST assumes no responsibility for the contents of the announcement.

Contact Information

For further queries, shareholders and investors may contact Ms. Lau Sze Mei, Associate Director at Novus Corporate Finance Pte. Ltd., 7 Temasek Boulevard, #04-02 Suntec Tower 1, Singapore 038987, telephone (65) 6950 2188.

Disclaimer: This article is for informational purposes only and does not constitute investment advice. Investors are encouraged to conduct their own due diligence and consult professional advisers before making any investment decisions. The information contained herein is based on publicly available sources and company announcements as of 23 December 2025.

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