OCEAN Sky International proposes to acquire the remaining 70 per cent of Ang Tong Seng Brothers Enterprises Pte Ltd for S$22.8 million, with the purchase consideration to be satisfied by cash and new shares.
The company signed a conditional sale and purchase agreement on Wednesday with vendors Ang Boon Cheow Edward and Wong Siew Hu for the remaining interest in the civil engineering and construction firm that it does not already own, it said in an announcement.
The proposed deal is an interested-person transaction as Mr Ang is Ocean Sky's executive chairman and chief executive as well as controlling shareholder. Mr Wong is a shareholder of the company although he is not a substantial shareholder.
The vendors are directors of the target company.
The purchase consideration will be satisfied by S$9.6 million in cash and S$13.2 million via the issue of 100.2 million new consideration shares of Ocean Sky at 13.2 Singapore cents per share.
Prior to the issue and allotment of the consideration shares for the proposed transaction, the company proposes to consolidate every two existing ordinary shares.
Following the disposal of the group's designing, manufacturing, sales and marketing of apparel business in 2013, its core business has been property involving the leasing of land in Cambodia to generate rental income and the construction and engineering business through its associate company Ang Tong Seng Brothers Enterprises.
The company said the target company has a profitable business with a strong operating track record that can contribute further to revenue and profits, and is in line with the group's strategy to expand its core civil engineering and construction business.
The counter closed at 6.8 Singapore cents on Tuesday.