G Neptune Berhad has secured approval from its non-interested shareholders on the proposed regularisation plan during its extraordinary general meeting. This will pave the way for it to address the Guidance Note 3 status as well as return it to a stronger financial standing as well as profitability.
An integral part of the approved regularisation plan is the proposed acquisition of the entire equity interest in Southern Score Sdn Bhd from Super Advantage Property Sdn Bhd for a purchase consideration of RM252 million to be satisfied through the issuance of 1.68 billion shares.
Southern Score is a construction management services company with a recorded net profit of RM6.51 million, RM19.20 million, and RM35.18 million in the financial year ended 31 December 2019, 2020, and 2021 respectively. Super Advantage, being the vendor of Southern Score, has provided a cumulative net profit guarantee of RM80 million over the three-year period from 2022 to 2024. Super Advantage is held by Tan Sri Datuk Seri Gan Yu Chai, the Managing Director of Southern Score, a veteran in the construction and property development industries with more than 30 years of experience as well as Gan Yee Hin, the Executive Director and Chief Executive Officer of Southern Score.
Shareholders also approved to change of the Company’s name to “Southern Score Builders Berhad”, a move was undertaken by the Company to better reflect G Neptune’s new corporate identity moving forward.
The group has also proposed to consolidate every 10 existing G Neptune’s shares into one share, proposed debt settlement amounting to RM3.1 million to Mr. Chai Tham Poh, an Executive Director of G Neptune, via the issuance of 20.67 million shares; proposed private placement to raise at least RM108.6 million through the issuance of 543.05 million shares to investors to be identified later and; proposed exemption from the obligation to undertake a mandatory takeover offer for the remaining G Neptune shares not already owned by Super Advantage as well as Tan Sri Datuk Seri Gan Yu Chai and Gan Yee Hin.
Kenanga Investment Bank Berhad is the principal adviser and sponsor for the proposed regularisation plan as well as the placement agent for the proposed private placement while Malacca Securities Sdn Bhd is the independent adviser for the proposed exemption.
