MAINBOARD-LISTED Jaya Holdings has agreed to acquire Heduru Moni, a personal and consumer finance company from Papua New Guinea, in a reverse takeover (RTO) deal worth up to S$232.2 million, it said in a Singapore Exchange (SGX) filing on Wednesday.
The injection of Heduru Moni's business into the listed shell will let Jaya shareholders "venture into a new business area with a proven profitable track record and that has potential for growth", Jaya said in its statement.
Heduru Moni, also known as Moni Plus, has been licensed as a financial institution by the Bank of Papua New Guinea since 2006, Jaya noted, adding Heduru Moni had made a net profit of S$11.4 million in FY2013, S$13.9 million in FY2014 and S$19.4 million in FY2015 based on an exchange rate of S$0.43 to one Papua New Guinea kina.
David Kelso, Heduru Moni's managing director, said in the statement that listing on the SGX mainboard would "enhance our profile".
To pay for its purchase of Heduru Moni, Jaya will issue Heduru Moni's owners up to 725.6 million Jaya shares at S$0.32 apiece on a pre-consolidation basis, it said.
The RTO is subject to conditions including a valuation report on Heduru Moni and regulatory approvals.
Jaya shareholders will also be entitled to a cash distribution of up to S$0.38 per ordinary share prior to the completion of the RTO, whether via dividend or capital reduction, subject to shareholder approval, Jaya said.