Consistent Record Pte. Ltd. Makes Voluntary Conditional General Offer for Low Keng Huat (Singapore) Limited

Key Points for Investors

• Offeror and Transaction Details:
  • Consistent Record Pte. Ltd. (“Offeror”) is making a voluntary conditional general offer to acquire all issued and paid-up ordinary shares of Low Keng Huat (Singapore) Limited (“Company”) not already owned, controlled, or agreed to be acquired by the Offeror.
  • UOB Kay Hian Private Limited is acting as the financial advisor and agent for the Offeror.
• Final Offer Terms:
  • The final offer price is set at S\$0.78 per share in cash.
  • The offer price revision was announced on 13 January 2026, with the final closing date extended to 5.30 p.m. (Singapore time) on 13 February 2026.
• Offeror’s Latest Share Purchases:
  • On 30 January 2026, the Offeror purchased 157,700 shares at S\$0.78 each.
  • This represents approximately 0.02% of the Company’s total issued shares.
• Level of Acceptances and Resultant Shareholding:
  • As at 6.00 p.m. on 30 January 2026, the Offeror and its concert parties collectively own, control, or have agreed to acquire 701,005,805 shares, equivalent to 94.88% of the Company’s total shares (738,816,000 shares outstanding).
  • Breakdown:
    • Shares held by Offeror before announcement: 400,245,345 (54.17%)
    • Concert Parties: 160,938,752 (21.78%)
    • Shares acquired after announcement (Offeror): 79,458,400 (10.75%)
    • Valid acceptances from shareholders (excluding concert parties): 60,363,308 (8.17%)
  • With the Offeror and Concert Parties approaching full control, the free float of shares is now below 5%, which may impact trading liquidity and trigger further corporate actions.
• Responsibility Statement:
  • The sole director of the Offeror has confirmed that all information in the announcement is accurate and fair.
• Forward-Looking Statements:
  • The announcement includes forward-looking statements. Actual outcomes may differ due to risks and uncertainties.

Important Considerations for Shareholders

• Potential Delisting: With the Offeror and Concert Parties controlling more than 90% of the shares, there is a high possibility that Low Keng Huat (Singapore) Limited may be delisted from SGX-ST. This would mean minority shareholders may be compelled to sell their shares or risk holding securities in an unlisted company.
• Liquidity Risk: The drastic reduction in public float (<5%) may result in significantly lower trading liquidity, making it harder for minority investors to buy or sell shares on the open market.
• Offer Deadline: Shareholders who wish to accept the S\$0.78 offer must act before the final closing date: 13 February 2026, 5.30 p.m. (Singapore time).
• Price Sensitivity: The offer price of S\$0.78 per share represents the final revision. Any further corporate actions (such as compulsory acquisition or delisting) could impact share value and trading opportunities.

Analysis and Potential Share Price Impact

The news is highly significant for shareholders and market participants:

• Control Shift: The Offeror and its Concert Parties now control nearly 95% of the Company. This dramatic change in ownership structure is likely to impact share price and investor strategy.
• Delisting Risk: Investors should expect a potential delisting or compulsory acquisition process, which typically follows when public float falls below SGX’s requirements.
• Market Reaction: The stock price may react to the final offer price and the possibility of minority shareholders being squeezed out at S\$0.78 per share.
• Strategic Decisions: Investors must decide whether to accept the offer or risk holding shares in a potentially delisted company with limited liquidity.

Contact for Further Inquiries

UOB Kay Hian Private Limited – Corporate Finance
Email: [email protected]

Disclaimer

This article is not investment advice. Investors are advised to review all official documents and seek professional advice before making any decisions. Forward-looking statements are subject to risks and uncertainties, and actual outcomes may differ materially from current expectations.

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