Tritech Group Limited Issues Update on Proposed Debt Conversion into Shares

Key Points from the Company Announcement

• Tritech Group Limited has provided an important update regarding its previously announced proposal to convert outstanding debts owed by the company into new ordinary shares.
• The company has been in consultation with Singapore Exchange Securities Trading Limited (SGX-ST) to determine an appropriate benchmark for calculating materiality thresholds under SGX’s Catalist Rules, particularly given the company’s negative Net Tangible Assets (NTA) position as at 31 March 2025.
• SGX-ST has agreed that, due to the Group’s negative NTA, it is not meaningful to use NTA for such calculations. Instead, the company may use the average daily market capitalisation for the last month of the immediately preceding financial year, calculated by multiplying the total number of issued shares (excluding treasury shares) by the volume weighted average price for each trading day in that month.
• This alternative benchmark will be used to assess materiality thresholds for related party transactions, as stipulated in Rules 905 and 906 of the Catalist Rules, for as long as the company’s NTA remains negative.
• The proposed debt conversions remain subject to shareholder approval at an upcoming Extraordinary General Meeting (EGM). A detailed circular will be sent to shareholders in due course, outlining the specifics of the proposed conversions.

Important Information for Shareholders

• Shareholder Approval Required: The conversion of outstanding debts into new shares is a significant event that will directly impact the company’s capital structure. Shareholders will have the opportunity to vote on this matter at the EGM.
• Potential Dilution: If approved, the issuance of new shares could dilute the holdings of existing shareholders, possibly affecting the share price.
• Benchmark Change for Materiality Calculations: The shift from NTA to market capitalisation as a benchmark for related party transaction thresholds is noteworthy, especially considering the company’s current financial position and ongoing restructuring efforts.
• Price Sensitivity: Both the proposed debt conversion and the change in benchmarking could be price-sensitive developments. Investors should monitor further announcements and the contents of the forthcoming circular for detailed terms and implications.

Next Steps

• The company will issue a formal circular providing comprehensive details of the proposed debt conversions, including the terms, rationale, and impact on shareholders.
• Shareholders are advised to review this circular carefully and consider the implications before voting at the EGM.

Board and Sponsor’s Statements

The announcement was issued by Dr Wang Xiaoning (Jeffrey Wang), Managing Director of Tritech Group Limited, on 22 January 2026. The company’s sponsor, UOB Kay Hian Private Limited, has reviewed the announcement but neither the sponsor nor SGX-ST has examined or approved its contents. SGX-ST assumes no responsibility for the accuracy of the statements or opinions expressed.

Contact Information

For further clarification, shareholders may contact Mr. Lance Tan, Senior Vice President at UOB Kay Hian Private Limited, 83 Clemenceau Avenue #10-01 UE Square, Singapore 239920, telephone (65) 6590 6881.

Disclaimer

This article is for informational purposes only and does not constitute investment advice. Investors are urged to conduct their own due diligence and seek professional advice before making investment decisions. The information herein is based on company announcements and may be subject to further updates or changes.

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