Keppel Ltd. Announces Divestment of Entire Direct Interest in Keppel Philippines Properties, Inc.

Key Highlights

• Divestment Announcement: Keppel Ltd., along with its wholly-owned subsidiaries Keppel Management Ltd. and Molten Pte. Ltd., and associated company Kepwealth, Inc., will divest their entire 86.83% ownership stake in Keppel Philippines Properties, Inc. (KEP) to Forward Synergy Group, Inc.
• Transaction Value: The aggregate cash consideration for the divestment is approximately PHP 472.7 million (S\$10.5 million). Of this, Keppel will receive about PHP 471.0 million (S\$10.4 million) based on its 98% economic interest in the Sale Shares.
• Valuation Details: The consideration was determined on a “willing buyer, willing seller” basis, taking into account an independent valuation and KEP’s net asset value.
• Asset Values:
  • Net asset value of the Sale Shares as at 30 September 2025: PHP 428.6 million (S\$9.5 million).
  • Market value of the Sale Shares as at 11 February 2026: PHP 668.4 million (S\$14.8 million).
• Transaction Structure: Completion of divestment is subject to several conditions precedent, including a mandatory tender offer by the Buyer under Philippine securities law. The consideration will be paid in three tranches, with full payment upon completion.
• Post-Transaction Impact: Upon completion, KEP will cease to be a subsidiary of Keppel Ltd.

Shareholder Information & Potential Price Sensitivity

• Non-Material Impact: The divestment is not expected to have any material impact on Keppel Ltd.’s net tangible assets per share or earnings per share for the current financial year.
• Interest Disclosure: None of the directors, controlling shareholders, or associated parties (other than their shareholding interests) have any direct or indirect interest in this transaction.
• Ownership Structure:
  • Keppel Management Ltd.: 50.49% of KEP
  • Kepwealth, Inc.: 17.37% of KEP (Keppel has a 64% effective interest in Kepwealth)
  • Molten Pte. Ltd.: 6.79% of KEP
  • Keppel Ltd.: 12.18% of KEP
• Exchange Rate Used: All values are converted at PHP 45.2 : S\$1 for reference purposes.

Investor Analysis

Potential Share Price Impact: While Keppel Ltd. is divesting a significant asset, the company emphasizes that the transaction will not have a material impact on its net tangible assets or earnings per share for the current financial year. However, the sale represents a strategic move to streamline operations and focus on core businesses, which may be viewed positively by investors seeking greater capital efficiency and alignment with Keppel’s long-term strategy.

The sale price is above the net asset value but below the market value of the shares as of the latest date, suggesting a balanced approach to valuation and risk. Investors should monitor the completion process, especially the mandatory tender offer, as regulatory or procedural delays could impact timelines and capital flows.

Completion Risk: The divestment is contingent on several conditions precedent, including regulatory requirements. Any delays or complications in fulfilling these conditions may affect the timing of the transaction and potentially influence Keppel’s share price.

Strategic Implications: Post-divestment, Keppel Philippines Properties, Inc. will no longer be a subsidiary of Keppel Ltd., marking a significant shift in the group’s portfolio in Southeast Asia.

Conclusion

The divestment of Keppel Philippines Properties, Inc. is a notable event for Keppel Ltd. shareholders. While immediate financial impacts are stated as immaterial, the strategic implications—such as portfolio rationalization, focus on core assets, and improved capital allocation—could influence investor sentiment and share price in the medium term. Investors are advised to monitor the progress of the transaction and any subsequent disclosures from Keppel Ltd.

Disclaimer: This article is for informational purposes only and does not constitute investment advice. Investors should conduct their own due diligence or consult professional advisors before making any investment decisions based on this report.

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