Sen Yue Holdings Limited: Notice to Dissenting Shareholders Following Acquisition Offer by Cenvios Holdings

Key Developments

• Acquisition Offer by Cenvios Holdings Pte. Ltd.: On 3 March 2026, Cenvios Holdings Pte. Ltd. (“the transferee”) made a formal offer to acquire all issued ordinary shares of Sen Yue Holdings Limited (“the transferor company”).
• Offer Terms: Shareholders were offered a choice of either S\$0.008 in cash per Sen Yue Holdings share (“Cash Consideration”) or one (1) new ordinary share in Cenvios Holdings, issued at S\$0.008 per share (“Securities Consideration”).
• High Level of Acceptance: By 17 March 2026, holders of not less than 90% of the ordinary shares (excluding those already held or treated as held by Cenvios at the date of the offer) had approved the offer, crossing the critical statutory threshold for compulsory acquisition.
• Compulsory Acquisition Triggered: With the 90% approval, Cenvios Holdings is now exercising its right under Section 215 of the Companies Act 1967 to compulsorily acquire the remaining shares from dissenting shareholders.

Important Information for Shareholders

• Action Required for Dissenting Shareholders: If you have not accepted the offer, Cenvios Holdings is notifying you of its intention to acquire your shares on the same terms as the offer.
• Right to Request Information: Dissenting shareholders may, within one month of receiving this notice, demand in writing from Sen Yue Holdings a statement listing the names and addresses of all other dissenting shareholders. Cenvios cannot proceed with the compulsory acquisition of your shares until 14 days after this statement is posted to you.
• Legal Recourse: Dissenting shareholders have the right to apply to the General Division of the High Court to challenge the acquisition. Such an application must be filed either by 26 April 2026 (one month from the notice date) or within 14 days after the statement of dissenting shareholders’ names and addresses is provided, whichever is later.
• Consideration for Dissenting Shareholders: If the compulsory acquisition proceeds, dissenting shareholders will receive the Cash Consideration of S\$0.008 per share, not the option for Securities Consideration.

Potential Impact on Share Value

• Delisting and Loss of Liquidity: With Cenvios Holdings crossing the 90% threshold and moving to acquire all remaining shares, Sen Yue Holdings is likely to be delisted, resulting in a loss of trading liquidity for any remaining shareholders.
• Final Exit Opportunity: Dissenting shareholders are being offered a final chance to exit at S\$0.008 per share, which may set a floor for the share price in the market. No alternative consideration or higher price will be offered.
• Price Sensitive Event: The move to compulsory acquisition and potential delisting is highly price sensitive, as it marks the end of Sen Yue Holdings’ status as a publicly traded company, and affects the rights and investment value for all minority shareholders.

Timeline and Next Steps

• 26 March 2026: Notice issued to dissenting shareholders by Cenvios Holdings.
• 26 April 2026: Deadline for dissenting shareholders to apply to the High Court to challenge the acquisition, unless the 14-day post-information period applies.
• After Deadline: If no successful court challenge, Cenvios Holdings will be entitled and bound to acquire all remaining shares at S\$0.008 per share in cash.

Disclaimer: This article is for informational purposes only and does not constitute financial advice. Investors should consult their professional advisers regarding their individual investment circumstances. The information is based on official notices and may be subject to change. No liability is accepted for any loss arising from reliance on this article.

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