HC Surgical Specialists Limited: Strategic Acquisition of Chirurgia Pte. Ltd.
HC Surgical Specialists Limited Announces Acquisition of 51% Stake in Chirurgia Pte. Ltd.
Key Highlights of the Transaction
- HC Surgical Specialists Limited (HCSS) has entered into a Sale and Purchase Agreement (SPA) to acquire 51% of Chirurgia Pte. Ltd. for S\$1,228,000 in cash.
- Chirurgia’s principal activity: Minimally invasive surgery and treatment of gallbladder diseases, operating from LS Lee Surgery at Mount Elizabeth Novena Hospital.
- Dr. Lee Lip Seng (100% current shareholder) will continue to helm Chirurgia and will be employed as a specialist surgeon for an initial period of ten years post-acquisition.
- Acquisition to be funded via internal cash resources.
- Future Option: HCSS has the right to acquire the remaining 49% by 30 November 2029, at a value based on Chirurgia’s profit after tax, potentially using HCSS shares as partial payment.
- Chirurgia’s financials (for twelve months ended 30 June 2025): Net profit before tax of S\$495,000; net tangible asset value and net asset value both at S\$1,241,000.
- Relative figures under SGX Catalist Rules: The initial acquisition constitutes a non-discloseable transaction, but the second stage may require further disclosures due to potential share issuance.
- Pro forma financial effects: Slight decrease in NTA per share; slight increase in EPS after the acquisition.
Details Investors Should Know
Strategic Rationale: The acquisition is part of HCSS’s long-term strategy to broaden its medical services and strengthen its market presence in Singapore. Chirurgia’s focus on minimally invasive procedures complements HCSS’s core offerings in general surgery and endoscopy.
Dr. Lee Lip Seng’s Profile: Dr. Lee is a highly experienced HPB surgeon, with specialist training in both laparoscopic and robotic surgery. His expertise and reputation are expected to enhance HCSS’s capabilities and patient offerings.
Acquisition Terms & Future Outlook
The initial purchase consideration of S\$1,228,000 is payable in cash upon Dr. Lee’s commencement of employment (expected around 7 April 2026). The purchase price was determined on a willing-buyer, willing-seller basis, taking into account Chirurgia’s future potential, synergistic benefits, and Dr. Lee’s reputation.
Importantly, HCSS retains the option to acquire the remaining 49% of Chirurgia by November 2029. The second tranche will be priced at:
- 9 times the Adjusted PAT (Profit After Tax) for the twelve months ending 31 March 2029, multiplied by 0.49.
- If Adjusted PAT is S\$1 million or more, 10 times Adjusted PAT, multiplied by 0.49.
- The payment may be made partly in HCSS shares, potentially impacting share capital and EPS.
This formula is a direct result of commercial negotiations and is designed to reflect future earnings and potential synergies.
Financial Impact Analysis
| Metric |
Before Acquisition |
After Acquisition |
| NTA per share (SG cents) |
11.45 |
11.06 |
| EPS (SG cents) |
5.50 |
5.67 |
| Profit attributable to equity holders (S\$’000) |
8,439 |
8,692 |
| NTA attributable to equity holders (S\$’000) |
17,557 |
16,962 |
| Shares in issue |
153,375,507 |
153,375,507 |
Shareholders should note: The acquisition is not expected to have a material impact on EPS or NTA for the financial year ending 31 May 2026. However, the future acquisition of the remaining 49%—especially if shares are issued—could affect share capital and EPS, potentially impacting share value.
Other Important Information
- No directors are proposed to be appointed to the Board as part of this transaction.
- Dr. Lee has agreed to potentially re-purchase the Sale Shares and/or Additional Sale Shares and compensate HCSS if he resigns, is terminated for cause, or is unable to continue due to ill health.
- The SPA is available for shareholder inspection at HCSS’s registered office for three months from the announcement date.
- No directors or controlling shareholders have any interest in the transaction, aside from their shareholdings in HCSS.
Implications for Shareholders & Potential Price Sensitivity
Potentially price-sensitive factors:
- The future acquisition of the remaining 49% of Chirurgia, and the possibility of paying with HCSS shares, could affect the company’s share capital structure and EPS.
- The addition of a highly experienced specialist surgeon and expansion of service offerings could drive long-term revenue growth and market positioning.
- Any significant changes in Chirurgia’s profitability before 2029 could impact the acquisition price and result in substantial financial effects or share issuance.
Investors should monitor further announcements regarding the second stage of acquisition and any developments related to the integration of Chirurgia’s operations.
About HC Surgical Specialists Limited
HCSS is a leading medical services group in Singapore, specialising in endoscopic procedures and general surgery, with a focus on colorectal procedures. The group operates a network of 18 clinics across Singapore.
Disclaimer
The information in this article is derived from HC Surgical Specialists Limited’s official announcement. This article is for informational purposes only and does not constitute investment advice. Investors should conduct their own research and consult professional advisors before making any investment decisions. The Singapore Exchange Securities Trading Limited assumes no responsibility for the contents of this announcement.
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