King Wan Corporation Proposes Private Placement of 70 Million Shares to Raise S\$3.5 Million

King Wan Corporation Limited has announced a significant corporate development that could have important implications for shareholders and the company’s share price. On 17 December 2025, the Board revealed its entry into a Subscription Agreement with three individual investors for a proposed placement of 70,000,000 new ordinary shares at S\$0.05 per share, raising gross proceeds of S\$3.5 million.

Key Highlights of the Placement

• Number of Shares Issued: 70,000,000 new ordinary shares
• Issue Price: S\$0.05 per share, representing a 3.85% discount to the previous day’s volume weighted average price of S\$0.052
• Total Proceeds: S\$3,500,000 (gross), approximately S\$3,450,000 (net after estimated S\$55,000 in expenses)
• Share Capital Impact: Share capital will increase from 698,353,740 to 768,353,740 ordinary shares, with the Placement Shares representing ~10.02% of current share capital and 9.11% of enlarged share capital
• New Investors:
  • Sek Ann Thong (30 million shares, S\$1.5 million)
  • Yap Bau Tan (16 million shares, S\$800,000)
  • Tan Seck Chun Christopher (24 million shares, S\$1.2 million; already holds 1,399,500 shares)
• Placement Shares will not be entitled to any dividends, rights, or other entitlements declared before completion date.

Key Terms and Conditions

• Completion is subject to conditions including in-principle approval from the SGX-ST for listing and quotation of Placement Shares, trading not being suspended or delisted, and compliance with relevant laws and regulations.
• If conditions are not met or waived by 16 March 2026, the agreement lapses with no liability for either party (except for prior breaches).
• The private placement is not underwritten and no placement agent or introducer fees will be paid.
• Placement is made directly through business contacts, not through intermediaries.
• The company is using its general share issue mandate and does not require further shareholder approval for the Placement.

Investor Profiles and Independence

• Sek Ann Thong: Executive chairman of Kwang Fong Enterprises Pte. Ltd. (no business dealings with King Wan; investor only)
• Yap Bau Tan: Managing director and founding shareholder of Asiatic Engineering Pte. Ltd. (supplier to King Wan; supplies <5% of total purchases; investor only)
• Tan Seck Chun Christopher: Existing shareholder and private investor (investor only)
• All subscribers have declared no prior/current business relationships with company, directors, or substantial shareholders, and are not acting in concert.
• Funds are not derived from any activities that contravene anti-money laundering or terrorism financing laws.
• No transfer of controlling interest will result from the placement.

Rationale and Use of Proceeds

• Main purpose: Strengthen the financial position of King Wan Corporation to fund ongoing and new Mechanical and Electrical (M&E) engineering projects.
• Provides flexibility to capitalise on business opportunities, enhance operations, and improve financial position for long-term growth.
• Use of Net Proceeds:
  • 80% for funding ongoing and new M&E projects
  • 20% for general working capital
• Proceeds may be temporarily invested in deposits, money markets, or short-term debt instruments pending deployment.
• Company will provide periodic announcements on the utilisation of funds, with breakdowns and explanations for material deviations.

Financial Impact

• Net Tangible Assets (NTA) per Share:
  • Before Placement: S\$69.18 million, 9.91 cents per share
  • After Placement: S\$72.62 million, 9.45 cents per share
• Earnings Per Share (EPS):
  • Before Placement: S\$3.44 million, 0.49 cents per share
  • After Placement: S\$3.38 million, 0.44 cents per share (dilutive impact due to increased share base)

Regulatory and Shareholder Considerations

• Placement is subject to SGX-ST approval for listing and quotation of new shares; application will be submitted and updates announced.
• No director or substantial shareholder or their associates has any direct or indirect interest in the placement (beyond existing shareholdings).

Potential Price-Sensitive Issues for Shareholders

• Share Dilution: The placement will increase the share base by over 10%, diluting existing shareholdings and EPS.
• Discounted Placement Price: Shares are being issued at a discount to market price, which could affect market perceptions in the short term.
• Strengthened Balance Sheet: The company will receive fresh capital, improving its financial flexibility and supporting business growth, which could be viewed positively for long-term value.
• No Change in Control: There is no transfer of controlling interest and all subscribers are independent investors.
• Execution Risk: Completion is conditional on regulatory approvals; there is no certainty the placement will proceed.

Cautionary Statement

Shareholders are advised that there is no certainty or assurance as of this announcement that the Proposed Placement will proceed to completion. Investors are urged to monitor further announcements by King Wan Corporation for updates and to exercise caution in trading the company’s shares.

Documents Available for Inspection

The company’s constitution, FY2025 annual report, and the Subscription Agreement are available for inspection at the registered office for three months from the announcement date.

Disclaimer: This article is for informational purposes only and does not constitute investment advice or an offer to subscribe for shares. Investors should consult professional advisors and carefully consider the risks before making any investment decisions. All information is based on the company’s official announcement and has not been independently verified by the author.

View King Wan Historical chart here