Salt Investments Limited Announces Proposed Placement of Up to 1.75 Billion New Shares

Key Highlights

• Proposed Placement: Salt Investments Limited plans to place up to 1,748,233,722 new ordinary shares at S\$0.00275 per share, raising up to approximately S\$4.81 million in gross proceeds.
• Placement Agreement: Entered with Evolve Capital Advisory Private Limited as Placement Agent, which has appointed Maybank Securities Pte. Ltd. as sub-placement agent on a best efforts basis.
• Placement Price: Represents a discount of about 8.33% to the last traded VWAP of S\$0.003.
• Shareholder Impact: The Placement Shares will account for 7.20% of existing share capital and 6.71% of enlarged share capital, but will not be offered to directors, substantial shareholders, or interested persons (unless exempted and approved).
• Use of Proceeds: 100% of net proceeds (about S\$4.63 million after expenses) earmarked for business expansion in fuel bunkering, oil waste recycling, and marine lubricants.
• Financial Effects: Dilution of EPS from (0.0255) to (0.0237) S\$ cents; NTA per share rises from 0.0836 to 0.0965 S\$ cents.
• Moratorium: Company agreed not to issue more shares (except in limited cases) for 90 days post-completion, protecting shareholders from immediate further dilution.
• Shareholder Approval: Not required as the placement is within the general mandate.
• SGX-ST Approval: Placement is subject to listing approval from the SGX-ST.
• Risks and Caution: The placement is subject to several conditions precedent and may not proceed if these are not fulfilled.

Detailed Report

Salt Investments Limited (“the Company”), a Singapore-incorporated entity, has announced a major fundraising exercise through the proposed placement of up to 1,748,233,722 new ordinary shares at S\$0.00275 per share. The move, disclosed following a Placement Agreement with Evolve Capital Advisory Private Limited, could inject up to S\$4.81 million in gross proceeds into the Company, subject to certain conditions and approvals.

Placement Structure and Rationale

The Placement Agent, Evolve Capital, with Maybank Securities as sub-placement agent, will seek subscribers on a best efforts basis. The shares will be offered to institutional and accredited investors under exemptions in the Securities and Futures Act (SFA), which means no prospectus will be lodged or registered. This approach streamlines the process but also means retail investors will not have access to this offering.

The placement price is set at an 8.33% discount to the previous day’s volume-weighted average price (VWAP), making it potentially attractive to new investors. The new shares will represent 7.20% of the Company’s current issued share capital and dilute to 6.71% post-placement.

Shareholder Safeguards and Restrictions

Importantly, the placement shares will not be allocated to directors, substantial shareholders, interested persons, or those in restricted categories under SGX rules—unless specifically allowed by exemptions or approved by SGX-ST. This reduces the risk of insider allocation or change of control. The placement will also not result in any transfer of controlling interest.

To protect existing shareholders from further dilution, the Company has agreed not to issue any further shares, or similar instruments, for 90 days after completion of the placement, except as required by law or under existing share schemes.

Use of Proceeds: Business Expansion in Growth Sectors

All net proceeds (about S\$4.63 million after deducting approximately S\$179,010 in fees and expenses) will be used for business expansion—specifically in the Company’s targeted growth sectors of fuel bunkering, oil waste recycling, and marine lubricants. These sectors have potential for long-term value creation and could enhance the Company’s growth trajectory and trading liquidity.

The Company will provide updates on the use of proceeds in interim and annual reports, and announce any material reallocations from the stated uses.

Financial Impact

• Share Capital: Will increase from 24,296,766,278 to 26,045,000,000 shares.
• NTA per Share: Improves from 0.0836 to 0.0965 S\$ cents, reflecting a stronger balance sheet.
• EPS: Dilutes from (0.0255) to (0.0237) S\$ cents, primarily due to the increase in share count, with net loss unchanged in the pro forma calculation.

These financial effects are illustrative and not indicative of future results.

Regulatory and Completion Conditions

• Completion is subject to SGX-ST’s approval-in-principle for listing and quotation of the new shares.
• Other conditions include legal opinions, board resolutions, and no material adverse effect occurring prior to completion.
• If the conditions precedent are not met, the placement may not proceed.

Other Information for Shareholders

• No new shares have been issued under the Company’s general share issue mandate prior to this placement.
• No directors or substantial shareholders have a direct or indirect interest in the placement, beyond their existing shareholdings.
• The Placement Agreement is available for inspection at the Company’s registered office for three months.

Potential Price Sensitivity

This fundraising exercise is significant for Salt Investments Limited. It provides additional capital for expansion into potentially lucrative sectors, strengthens the Company’s balance sheet, and could improve trading liquidity. However, it also dilutes existing shareholders and is subject to regulatory and market risks until completion. The discounted placement price, use of proceeds, and moratorium on further share issues are all factors that could move the share price in either direction, depending on market perceptions and execution.

The Company cautions that there is no certainty the placement will be completed, and advises shareholders and potential investors to monitor announcements closely and consult their professional advisers if in doubt.

Disclaimer

This article is for informational purposes only and does not constitute investment advice or a recommendation to buy or sell any securities. Investors are advised to conduct their own due diligence and consult their professional advisers before making any investment decisions. The information herein is based on the Company’s official announcement and is subject to change without notice.

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