Marco Polo Marine Ltd. Announces S\$21 Million Share Placement to Fund Business Expansion

Key Highlights

• Placement of Up to 144,865,920 New Shares: Marco Polo Marine Ltd. has entered into a placement agreement with Maybank Securities Pte. Ltd. to place up to 144,865,920 new ordinary shares at S\$0.145 per share, raising up to S\$21,005,558.
• Discounted Placement Price: The placement price represents a 9.994% discount to the volume-weighted average price of S\$0.1611 per existing share, based on trades up to a trading halt on 23 February 2026.
• Share Capital Impact: The placement shares will represent approximately 3.85% of the current issued share capital and about 3.71% of the enlarged capital post-placement.
• No Transfer of Controlling Interest: The placement will not result in any transfer of controlling interest and shares will not be placed to directors, substantial shareholders, or other interested persons except under strict regulatory exemptions.
• Completion Timeline: Completion is expected one business day after SGX-ST’s approval-in-principle, within three weeks of the agreement unless otherwise agreed.
• Use of Proceeds: Net proceeds of approximately S\$20.48 million (after deducting estimated fees and expenses) will be used entirely for business expansion, including fleet expansion and renewal.
• Shareholder Approval: Issuance will be under the general mandate approved at the AGM on 23 January 2026, with no specific shareholder approval required.
• Financial Effects: NTA per share will increase from 6.36 cents to 6.64 cents post-placement, but EPS will dilute from 1.56 cents to 1.50 cents due to increased share base. Net earnings remain unchanged at S\$58.515 million.
• Transparency on Use of Funds: The company will make periodic announcements and include updates in interim and annual reports on the deployment of proceeds.
• Cautionary Statement: The placement remains subject to fulfillment of conditions precedent; no certainty it will be completed.

Detailed Analysis for Investors

Marco Polo Marine Ltd. has announced a major fund-raising initiative through a private placement of up to 144,865,920 new ordinary shares, priced at S\$0.145 each. This exercise, not underwritten and managed on a best-efforts basis by Maybank Securities, is expected to bring in gross proceeds of S\$21 million, with net proceeds after estimated fees and expenses (S\$523,000) totaling S\$20.48 million.

The placement price is set at a significant discount to the recent market trading price, potentially making it attractive to institutional and accredited investors. The shares offered represent a notable percentage of the current share capital, but will not alter the controlling interests or be placed to related parties without regulatory approval. The completion is contingent on regulatory approvals, including SGX-ST’s nod for listing and quotation of the new shares.

Financial Implications

• Increase in Share Capital: The total issued shares (excluding treasury shares) will rise from 3,761,134,080 to 3,906,000,000.
• Dilution of EPS: Due to the enlarged share base, EPS will decrease from 1.56 cents to 1.50 cents, even though net earnings remain unchanged. This dilution is a typical result of capital raising via share placement.
• Improvement in NTA Per Share: NTA per share will increase from 6.36 cents to 6.64 cents, reflecting the infusion of new capital and strengthening of the balance sheet.

Strategic Rationale

• The company will use all net proceeds for capital expenditures related to business expansion, with a focus on fleet growth and renewal—directly supporting its strategic initiatives.
• The placement aims to broaden the shareholder base, potentially improving trading liquidity and enhancing market visibility.

Shareholder Considerations

• Price Sensitivity: The discounted placement price and the resulting dilution of EPS are important considerations for existing shareholders. Although the NTA per share improves, the immediate EPS dilution may impact share valuation in the short term.
• Execution Risks: The placement is subject to several conditions precedent, including regulatory approvals and market conditions. There is no guarantee the placement will be completed.
• Transparency: The company commits to full transparency regarding the use of proceeds, including periodic announcements and detailed reporting in financial statements.
• Potential for Share Price Movement: The announcement of a substantial capital raising, especially at a discount, is likely to be a price-sensitive event. Investors should monitor market reactions and subsequent disclosures closely.

Director’s Statement

The directors collectively accept full responsibility for the accuracy and completeness of the information disclosed. They confirm that the announcement contains all material facts and is not misleading.

Next Steps

• The company will apply to SGX-ST for listing and quotation of the new shares and will announce developments as they occur.
• Copies of the Placement Agreement are available for inspection at the company’s registered office for three months from the date of the announcement.
• Investors are urged to exercise caution and consult professional advisers before trading in the company’s securities.

Disclaimer

This article is for informational purposes only and does not constitute investment advice. The placement remains subject to fulfillment of conditions precedent and regulatory approvals; there is no certainty the placement will be completed. Investors should conduct their own research and consult their financial advisers before making any investment decisions. The writer accepts no liability for any losses arising from the use of this information.

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