Rex International Holding Limited Completes Strategic Share Placement and Warrants Issue

Key Highlights of the Announcement

• Completion of Allotment and Issuance: Rex International Holding Limited (“Rex” or the “Company”) has completed the allotment and issuance of 40,082,930 new ordinary shares at S\$0.143 per share.
• Placement of Treasury Shares: The Company also completed the placement of 13,187,000 treasury shares at S\$0.143 per share.
• Issue of Warrants: 53,269,930 free detachable unlisted non-transferable warrants have been issued, each carrying the right to subscribe for one new ordinary share at an exercise price of S\$0.177 per share.
• Strategic Investors: The shares and warrants were placed with two funds advised by Nursery Road Capital Management Ltd.: Eagle Harbor Multi-Strategy Master Fund Limited and BB Special Opportunities Fund Ltd.
• Share Capital Increase: Issued and paid-up share capital increased from S\$108,029,954.98 to S\$113,761,813.97, and the total number of shares rose from 1,315,507,991 to 1,355,590,921.
• Expected Listing Date: The newly issued shares are expected to be listed and quoted on the SGX Mainboard at 9:00 a.m. on 17 March 2026.

Details for Shareholders

• Clarification on Proceeds: The gross proceeds from the placement of new shares were S\$7,617,599.99, slightly lower than the previously stated S\$7,617,600, due to rounding adjustments. Importantly, proceeds from the placement of treasury shares (S\$1,885,741) do not increase the issued and paid-up share capital.
• Price-Sensitive Adjustments:
  • The exercise price and number of warrants may be adjusted under several circumstances, including:
    • Bonus issues or capitalization of profits/reserves
    • Capital distributions (excluding cancellation of lost capital)
    • Rights issues to shareholders
    • New share issues at prices below 90% of the last dealt price
    • Share consolidation, subdivision, or conversion
  • Shareholders should monitor for any corporate actions that may trigger these adjustments, as they can affect the value and dilution of existing holdings and warrant conversion terms.
• Parity of Placement Shares: Placement shares will rank pari passu (equally) with existing shares but will not be entitled to any dividends or distributions for which the record date falls before their issuance.
• Potential Share Price Impact: The introduction of new shares and a large block of warrants may influence Rex’s share price in the short term, given the potential for dilution and future capital inflows if warrants are exercised.

Strategic and Financial Implications

This placement brings in significant new capital and two experienced institutional investors, which may be viewed positively for Rex’s future growth strategy and market confidence. The issuance of warrants also provides the company with a potential source of additional capital if exercised, though it introduces uncertainty around future dilution.

Important Dates and Next Steps

• Listing of New Shares: Expected from 9:00 a.m. on 17 March 2026 on the SGX Mainboard.
• Warrant Terms: Investors are advised to review the specific terms for possible adjustments to warrant exercise prices and numbers based on future corporate actions.

Disclaimer

This article is for informational purposes only and does not constitute investment advice or a recommendation to buy or sell any securities. Investors should conduct their own due diligence and consult with professional advisors before making investment decisions. The information herein is based on company announcements and may be subject to change or clarification by Rex International Holding Limited.

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