Serial Achieva Limited Announces S\$4.62 Million Share Subscription by UFCT Technology Co., Limited

Key Highlights of the Report

• Subscription Agreement Signed: On 11 March 2026, Serial Achieva Limited entered into a subscription agreement with UFCT Technology Co., Limited for the issuance of 21,004,873 new shares.
• Substantial Capital Injection: The new shares will be issued at S\$0.22 each, raising a total of S\$4,621,072 (approximately US\$3.62 million) for the company.
• Premium to Market Price: The subscription price represents a 21.55% premium over the previous day’s volume weighted average trading price of the shares (S\$0.181).
• Significant Shareholding Impact: The 21,004,873 new shares represent approximately 12.37% of the existing issued share capital and 11.01% of the enlarged share capital post-issuance.
• Strengthening Financial Position: The proceeds are earmarked for loan repayment (40%) and working capital (60%), substantially reinforcing the company’s balance sheet and liquidity.
• Strategic Partnership: The subscriber, UFCT Technology Co., Limited, is a Hong Kong-based distributor and wholly-owned subsidiary of Shannon Semiconductor Technology Co., Ltd, a leading and publicly listed electronics company in China.
• Shareholding Structure Change: After completion, the subscriber will hold 11.01% of Serial Achieva Limited, while the major shareholder, Serial System Ltd, will see its stake decrease from 77.64% to 69.09%.
• Improvement in Financial Metrics: Net tangible assets per share will rise from 2.59 US cents to 4.19 US cents. Loss per share for FY2024 will improve from (3.85) US cents to (3.40) US cents.
• No Prospectus Required: The placement is conducted under an exemption from prospectus requirements, with no placement agent involved.
• Lock-up Undertaking: The subscriber cannot sell any of the new shares for six months post-completion (except with company consent), with further restrictions thereafter to ensure compliance with securities laws.
• Completion Timeline: The transaction is expected to close by 30 April 2026, subject to regulatory and other customary conditions.

Details and Analysis

Serial Achieva Limited has announced a major capital raising event, entering into a Subscription Agreement with UFCT Technology Co., Limited for the issuance and allotment of 21,004,873 new ordinary shares at S\$0.22 per share. The transaction, valued at S\$4.62 million, represents a strong vote of confidence in the company’s prospects, given the premium pricing over market value.

Upon completion, Serial Achieva’s share base will increase from 169,774,355 to 190,779,228 shares. The new shares will be fully paid, free from liens, and will rank pari passu with existing shares, except for entitlements declared prior to their issue.

UFCT Technology Co., Limited is a significant player in electronics distribution, holding rights for brands such as MediaTek, SK Hynix, and Advanced Micro Devices. Its parent, Shannon Semiconductor, is listed on the Shenzhen Stock Exchange, has a market cap of ~RMB72.90 billion (US\$10.59 billion), and was ranked 3rd among Chinese electronic component distributors in 2024 with revenues of RMB24.27 billion. Notably, post-transaction, UFCT and its affiliates will not have any prior shareholding in Serial Achieva.

The subscription is conditional on several factors, including SGX approval for the listing and quotation of the new shares, regulatory compliance, and satisfactory due diligence. The company will submit an application for the listing of the new shares and will announce when principal approval is obtained.

Use of Proceeds:

• Repayment of loans: S\$1.84 million (40%)
• Working capital: S\$2.76 million (60%), covering personnel, administrative, and professional expenses.

Any deviations in the use of proceeds will be announced, and detailed disclosures will be made in the company’s financial reports.

Financial Effects: The transaction is expected to improve net tangible assets per share and reduce loss per share, strengthening the company’s financial foundation.

Shareholding and Governance Impact

The transaction will dilute existing shareholders, with Serial System Ltd’s stake falling from 77.64% to 69.09%. UFCT Technology will become a major shareholder with an 11.01% holding, and public float will decrease from 22.36% to 19.90%. No director or substantial shareholder of Serial Achieva Limited is involved in the transaction, nor do they have any interest in the subscriber.

The subscription agreement contains lock-up and compliance undertakings by UFCT Technology, ensuring stability in the share register and regulatory compliance.

Price-Sensitive and Shareholder Considerations

• Significant Dilution and Strategic Shareholder Entry: Entry of a major new shareholder at a premium price may bolster market confidence but will dilute existing holdings.
• Financial Strengthening: The direct use of funds for loan repayment and working capital supports balance sheet health and operational flexibility.
• Potential for Strategic Collaboration: The involvement of Shannon Semiconductor’s subsidiary could open doors for business synergies.
• Regulatory Approvals and Completion Risks: Completion is subject to SGX and other approvals, with a long-stop date of 30 April 2026.
• Trading Caution: The company emphasizes that the deal is not yet completed and may be subject to change or termination. Shareholders are advised to monitor further announcements and exercise caution in trading.

Conclusion

The proposed share subscription by UFCT Technology Co., Limited stands out as a potentially transformative event for Serial Achieva Limited, introducing a strategic investor, improving the company’s financial profile, and signaling confidence in future growth. However, shareholders should remain aware of the potential risks and dilution effects, as well as the need for completion of all regulatory and contractual conditions.

Disclaimer: This article is for informational purposes only and does not constitute investment advice or a recommendation to buy or sell any securities. Investors should consult their financial advisors and review the full announcement and any subsequent disclosures by Serial Achieva Limited before making investment decisions.

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