Financial Effects of the Proposed Acquisition. The financial effects of the Proposed Acquisition on the Group set out below are strictly for illustrative purposes only and do not purport to be indicative or a projection of the results and financial position of the Company and the Group after the Acquisition Completion. These illustrative financial effects have been prepared based on the audited financial statements of the Company for FY2023, based on the following bases and assumptions:
(a) the share capital of the Company as at the date of this announcement comprising 744,758,836 Shares for the purposes of illustrating the financial effects on the Group’s issued and paid-up share capital;
(b) that the Proposed Acquisition and the Proposed Share Issuances had been completed on 1 January 2023 for the purposes of illustrating the financial effects on the Group’s EPS;
(c) that the Proposed Acquisition and the Proposed Share Issuances had been completed on 31 December 2023 for the purposes of illustrating the financial effects on the Group’s NTA per Share;
(d) the Purchase Consideration is funded by way of an allotment and issuance of 452,000,000 Consideration Shares at the Consideration Share Price of S$0.0090 per Consideration Share paid in connection with the Proposed Acquisition;
(e) the Proposed Acquisition will be completed prior to the Proposed Subscription and the Proposed Share Issuances;
(f) the allotment and issuance of 11,000,000 Icon Shares at the prevailing marketing price to Icon Law
(g) the computation does not take into account any expenses that may be incurred in relation to the Proposed Acquisition. Add: Number of Consideration Shares 452,000,000 4,068 Add: Number of Subscription Shares 407,000,000 1,628 Add: Number of Sign-On Shares 76,000,000 - Add: Number of Icon Shares 11,000,000 99 Enlarged issued and paid-up share capital after the Proposed Share Issuances 1,690,758,836 62,010 744,758,836 56,215 (2,488) (2,488) (2,488) 593,128 1,005,672 1,498,318 (0.42) (0.25) (0.17)
Financial Effects of the Proposed Acquisition. The unaudited pro forma financial effects of the Proposed Acquisition are purely for illustrative purposes only and do not necessarily reflect the actual financial performance or position of the enlarged Group following the completion of the Proposed Acquisition. The unaudited pro forma financial effects of the Proposed Acquisition set out below have been prepared based on the latest audited consolidated financial statements of the Group for FY2020 and the audited financial statements of the Target Company for the financial year ended 31 December 2019, as well as the following bases and key assumptions:
(a) the financial effects of the Proposed Acquisition on the Group’s net tangible assets (the “NTA”) per share and gearing are computed based on the assumption that the Proposed Acquisition was completed on 31 March 2020;
(b) the financial effects of the Proposed Acquisition on the Group’s loss per share are computed based on the assumption that the Proposed Acquisition was completed on 1 April 2019;
(c) no adjustments have been made to account for the different financial year ends and accounting standards of the Company with that of the Target Company;
(d) the analysis does not take into account any transactions completed by the Company subsequent to 31 March 2020;
(e) the analysis does not take into account the transactional costs and expenses in connection with the Proposed Acquisition;
(f) the analysis does not take into account the financial effects of the Proposed Share Consolidation and the issuance of the Introducer Shares and the PPCF Shares; and
(g) Cash Consideration of S$3.0 million, which is payable in full to the Vendors within 12 months from the Completion Date, is recognised in the financial impact analysis as a current liability. Share Capital Before the Proposed Acquisition After the Proposed Acquisition Number of Shares 1,229,226,124 4,395,892,791 Issued and paid-up share capital as at 31 March 2020 (S$’000) 24,764 39,014(1) NTA per Share Before the Proposed Acquisition After the Proposed Acquisition NTA attributable to Shareholders (S$’000) 7,466 7,013 Number of Shares 1,229,226,124 4,395,892,791 NTA per Share attributable to Shareholders (Singapore cents) 0.61 0.16 Loss per Share Before the Proposed Acquisition After the Proposed Acquisition Net loss attributable to Shareholders (S$’000) (2,726) (1,883) Number of Shares 1,229,226,124 4,395,892,791 Loss per Share (Singapore cents) (0.22) (0.04) Gearing Before the Proposed Acquisition Aft...
Financial Effects of the Proposed Acquisition. The financial effects of the Proposed Acquisition on the Company would be as follows:- Net Tangible Assets The effect of the Proposed Acquisition on the net tangible assets per share at Group level for the financial year ended 30 June 2007 assuming that the Proposed Acquisition had been completed at the end of that financial year is as follows: Before adjusting for Proposed Acquisition 9.16 After adjusting for Proposed Acquisition(1) 8.65
(1) Based on SXRZ’s audited net tangible assets of approximately RMB 15,624,000 as at 31 December 2007. The effect of the Proposed Acquisition on the earnings per share at Group level for the financial year ended 30 June 2007 assuming that the Proposed Acquisition had been completed at the beginning of that financial year is as follows: Before adjusting for Proposed Acquisition 4.67 After adjusting for Proposed Acquisition(2) 4.76
(2) Based on SXRZ’s audited net profits after tax of approximately RMB 4,747,000 for the 12 months ended 31 December 2007. Rule 1006(a) The basis of comparison set out in Rule 1006(a) of the Listing Manual is not applicable as Rule 1006(a) only applies to disposal of assets. Rule 1006(b) Based on the audited accounts of SXRZ for the 12 months ended 31 December 2007, the net profits attributable to the Sale Shares amount to approximately RMB 4,747,000, equivalent to S$934,000 (based on exchange rate of 1 RMB : S$0.1967 (the “Exchange Rate”)). Based on the audited financial statements of the Group for the financial year ended 30 June 2007, the net profit on a consolidated basis (after taxation) was approximately S$50,750,000. From the above, the relative figure calculated based on the net profits attributable to the Sale Shares compared with the Group’s net profits is approximately 1.8%. Rule 1006(c) The value of the Consideration given by the Purchaser for the Proposed Acquisition amounts to RMB44,000,000, equivalent to S$8,655,000 (based on the Exchange Rate). The Company’s market capitalisation as of 22 May 2008 (being the market day preceding the date of the Agreement) amounts to approximately S$2,735,928,000. From the above, the relative figure calculated based on the value of the Consideration given compared with the Company’s market capitalisation is approximately 0.32%. Rule 1006(d) The basis of comparison set out in Rule 1006(d) of the Listing Manual is not applicable as Rule 1006(d) only applies where equity securities are issued as consideration for an acquisition. Based on the computat...
Financial Effects of the Proposed Acquisition. 9.1 Bases and Assumptions
(a) the Proposed Acquisition had been effected on 31 December 2020, being the end of the most recently completed financial year of the Company, for illustrating the financial effects on the NTA of the Company; and
(b) the Proposed Acquisition had been effected on 1 January 2020, being the beginning of the most recently completed financial year of the Company, for illustrating the financial effects on the EPS of the Company.
Financial Effects of the Proposed Acquisition. For the purposes of illustration and based on the audited consolidated financial statements of the Group for FY2012, the financial effects of the Proposed Acquisition on the Group are as follows:
Financial Effects of the Proposed Acquisition. The Proposed Acquisition does not have any effect on the issued share capital and it does not have any material effect on the earnings and net assets of the Group for the financial year ending 30 June 2020 or on the shareholdings of the substantial shareholders of the Company. However, it is expected to contribute positively to the future earnings of the Group.
Financial Effects of the Proposed Acquisition. The financial effects of the Proposed Acquisition on the Group as set out below are purely for illustrative purposes only and do not reflect the actual financial performance or position of the Group after the Proposed Acquisition. The financial effects of the Proposed Acquisition set out below have been prepared based on (i) the audited consolidated financial statements of the Group for the financial year ended 31 December 2016 ("FY2016") and (ii) the adjusted unaudited financial statements of JPE for FY2016.
Financial Effects of the Proposed Acquisition. The financial effects of the Proposed Acquisition on the Group as set out below are purely for illustrative purposes only. The illustrative financial effects should not be construed to mean that the Group’s actual results, performance or achievements will be as expected, expressed or implied in such financial effects. The financial effects of the Proposed Acquisition on the Group as set out below are based on the Group’s audited financial statements for the year ended 31 December 2015 and PT KP’s unaudited financial statements for the year ended 31 December 2015, and the following assumptions:
(a) no Adjustment is made so the maximum amount of Purchase Consideration (being US$37,000,000) is paid;
(b) the Proposed Acquisition had been effected at the end of the financial year ended 31 December 2015 for the computation of the effect on the net tangible assets (“NTA”) per share; and
(c) the Proposed Acquisition had been effected at the beginning of the financial year ended 31 December 2015 for the computation of the effect on the earnings per share (“EPS”). NTA attributable to equity holders of the Company (S$’000) 113,091 113,184 Number of ordinary shares in issue (‘000) 568,491 568,491 NTA per share (Singapore cents) 19.89 19.91 Profit/(loss) attributable to equity holders of the Company (S$’000) (24,353) (34,275) Weighted average number of ordinary shares in issue (‘000) 568,491 568,491 EPS (Singapore cents) (4.28) (6.03)
Financial Effects of the Proposed Acquisition. The pro forma financial effects of the Proposed Acquisition are set out in Appendix C to this Announcement.
Financial Effects of the Proposed Acquisition. The pro forma financial effects of the Proposed Acquisition, based on the unaudited consolidated financial statements of the Company and the Group for the financial period ended 31 December 2018 and assuming the completion of the Proposed Acquisition, are set out below. The pro forma financial effects are only presented for illustration purposes, and are not intended to reflect the actual future financial situation of the Company or the Group after the Proposed Acquisition.
5.1 Net Tangible Assets
