Mercurius Capital Investment Limited – January 2026 Investor Update

Key Highlights

• The Company continues to be in a state of flux with respect to its financial audits, creditor negotiations, and strategic direction.
• No material developments in creditor negotiations, but a verbal understanding to extend key loan maturities has been reached.
• Grand Bay Hotel Co., Ltd. (“GBH”) liquidation is on hold; Company is exploring a capital reduction exit strategy pending audit completion.
• Company’s annual general meetings for FY2023 and FY2024 remain delayed due to outstanding audit fees.
• SGX-ST approval for utilisation of THB 25 million for working capital is contingent on RTO plan agreement, which has not yet been signed, raising delisting risks.
• Significant impairment of S\$645,000 recognised in joint venture investment; cash balance remains extremely low at S\$1,000.
• The Company’s net liabilities (excluding joint venture investment) stand at S\$9.07 million as of 31 January 2026, worsening the financial position.

Detailed Report for Investors

1. Creditor Negotiations and Loan Maturities

The Company received a notice of demand from Songmart’s liquidator regarding stamp duty payments. As of the latest update, no further notices have been received, and the Company is monitoring the situation closely. Importantly, for three convertible loans (all due June 2025) and a loan from Asia Assets Development Co. Ltd. (US\$460,000, due 3 July 2025), the Company has reached a verbal understanding with the respective investors to extend the maturity dates. These extensions are to last until the proposed Reverse Takeover (RTO) is completed. However, these are only verbal agreements at this stage, and formal documentation has not been reported.

Shareholder impact: The Company’s ability to negotiate extensions rather than face immediate defaults is positive, but the absence of formal agreements and continued exposure to creditor claims remain risks.

2. Grand Bay Hotel Co., Ltd. (GBH) Status

The previously proposed liquidation of GBH has been put on hold. The Company is now considering an alternative exit via a capital reduction exercise, to be initiated once GBH’s audit is complete. The outcome of this strategic decision could impact the Company’s asset base and future cash flows.

Shareholder impact: A capital reduction could unlock value, but the timeline is uncertain and depends on audit completion.

3. Audit Delays for FY2023 and FY2024

The Company’s audits for FY2023 and FY2024 are delayed due to outstanding unpaid audit fees. As a result, the annual general meetings for both fiscal years have not yet been convened. The Company has stated an intention to resolve these issues and convene the meetings “as soon as possible.”

Shareholder impact: Continued audit delays and lack of timely financial reporting represent a material risk and may affect investor confidence and regulatory compliance.

4. RTO Plan and Use of Working Capital

The SGX-ST granted approval for the Company to use THB 25 million (about S\$1 million) from the proposed liquidation for working capital, but only if a definitive RTO agreement is signed by 31 December 2025. This deadline has passed without an agreement, and the Company now faces the possibility of a voluntary delisting if it fails to proceed with the RTO or secure an extension.

Shareholder impact: The risk of delisting is significant and would likely have a severe negative impact on share value if realised.

5. Financial Position as of 31 January 2026

• Cash and bank balances: S\$1,000 (virtually no cash reserves)
• Trade and other receivables: S\$109,000
• Trade and other payables: S\$2,991,000 (includes Director advances for working capital)
• Borrowings: S\$6,188,000
• Net liabilities: S\$9,069,000 (excluding joint venture investment)
• Impairment recognised: S\$645,000 in joint venture investment, now carried at S\$5,300,000
• If the joint venture investment is included, net liabilities are S\$3,769,000 and assets S\$5,410,000.

Shareholder impact: The balance sheet remains highly leveraged, with negligible cash and ongoing impairment of investments, reflecting significant financial risk.

6. Other Notable Points

• No major changes reported since the last updates.
• Monthly figures are best estimates, not audited, as the outsourced finance team only prepares quarterly financials.
• Management continues to update shareholders monthly or as material developments occur.

Potential Share Price Impact

This update is material and potentially price-sensitive for the following reasons:

• Unresolved audit delays may affect investor confidence and compliance status.
• The risk of delisting due to missed RTO deadlines is a significant negative catalyst.
• Verbal-only loan extensions and ongoing creditor exposure add uncertainty.
• Continued deterioration of the financial position, low cash, and impairment losses may pressure the share price further.

Disclaimer: This article is based on information disclosed by Mercurius Capital Investment Limited as of 13 February 2026. The content is for informational purposes only and does not constitute investment advice. Investors should conduct their own due diligence and consult with professional advisers before making any investment decision. The Company’s sponsor, Novus Corporate Finance Pte. Ltd., has reviewed the original announcement but the Singapore Exchange Securities Trading Limited assumes no responsibility for its content.

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