AF Global Limited Announces SIAS Dialogue Session Ahead of Major Acquisition Scheme

AF Global Limited (“the Company”) and AFG Investment Pte. Ltd. (“the Offeror”) have jointly announced an upcoming SIAS Dialogue Session to address the proposed acquisition of all issued ordinary shares in the Company, excluding those already held by Aspial Corporation Limited and Mr. Koh Wee Meng (“Excluded Shareholders”). This acquisition will be conducted via a scheme of arrangement as set out under Section 210 of the Companies Act 1967 of Singapore and the Singapore Code on Take-overs and Mergers.

Key Points Investors Must Note

• Proposed Acquisition: The Offeror intends to acquire all shares of AF Global Limited not already owned by the Excluded Shareholders, through a formal scheme of arrangement. This is a significant corporate action and could lead to a change in control, with implications for share value and future corporate strategy.
• Scheme Meeting: A formal meeting for Scheme Shareholders (all shareholders except the Excluded Shareholders) to vote on the scheme is scheduled for 5 February 2026. The outcome of this meeting could directly affect the future share price and investor holdings.
• SIAS Dialogue Session: To facilitate shareholder understanding and address concerns, a physical-only Dialogue Session will be held on 27 January 2026, 10:30 a.m. to 11:30 a.m. at Aspial One, 55 Ubi Avenue 3, Level 1, Singapore 408864. The session will be moderated by the Securities Investors Association (Singapore) (SIAS) and attended by key company executives, including Mr. Chay Yue Kai (Executive Director and CEO) and Ms. Lee Poh Ling (Group Financial Controller).
• Live Q&A Opportunity: Shareholders will have a chance to engage directly with management and ask questions about the Scheme, its rationale, potential impacts, and next steps.
• Pre-registration Requirement: Attendance is exclusive to shareholders, and pre-registration is compulsory. Shareholders need to RSVP by 5:00 p.m. on 23 January 2026. Registration is on a first-come, first-served basis, and late registrations will not be accepted.
• Verification Process: Shareholders must submit their full name, email, contact number, and proof of shareholding when registering, and bring identification and proof of shareholding to the session for verification. This applies to those holding shares directly or via intermediaries (banks, custodians, CPF Board).
• Restrictions on Representation: Only registered shareholders or authorized corporate representatives may attend. Shareholders holding shares via intermediaries (including CPFIS and SRS investors) cannot appoint proxies to attend on their behalf.
• Data Usage: By registering, shareholders consent to their data being used for session administration, investor relations, and compliance with legal and regulatory requirements.

Potential Price-Sensitive Information

• Corporate Control and Privatisation: The proposed scheme could result in the privatisation of AF Global Limited, removing it from public trading and affecting share liquidity, future disclosures, and shareholder rights.
• Implications for Minority Shareholders: The scheme excludes certain major shareholders, which may influence voting outcomes and the valuation at which shares are acquired. Scheme Shareholders should assess the offer’s fairness and its impact on their investment.
• Voting and Participation: Shareholders’ participation in the Dialogue and subsequent Scheme Meeting is crucial, as a failure to approve the scheme may result in the status quo, while approval means the acquisition proceeds as outlined.

Important Practical Details for Shareholders

• How to RSVP: Registration must be done online via a QR code provided in the invitation. Confirmation emails will be sent by 5:00 p.m. on 26 January 2026.
• Verification Documents: Proof of shareholding and photo ID are mandatory for entry. For shares held via intermediaries, documents such as letters from nominee banks are required.
• Contact for Issues: Shareholders who do not receive confirmation or have registration issues should contact SIAS at +(65) 6227 2683 or email [email protected].
• Authorised Corporate Representation: Corporations must submit an authorisation letter to nominate a representative.

Conclusion

This proposed scheme of arrangement and the upcoming SIAS Dialogue Session represent a pivotal moment for AF Global Limited and its shareholders. The potential acquisition and privatisation are material corporate events that could significantly impact share value, investor rights, and the future direction of the company. All shareholders—particularly those not among the Excluded Shareholders—are strongly encouraged to attend the Dialogue Session, understand the implications, and participate actively in the Scheme Meeting to safeguard their interests.

Disclaimer: This article is for informational purposes only and does not constitute financial advice or a recommendation to buy or sell shares of AF Global Limited. Investors are advised to read all official documents carefully and consult their financial advisors before making any investment decisions. The information provided is based on official company announcements and may be subject to change.

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