QT Vascular requisitioner withdraws notices; company issues clarification

MEDTECH company QT Vascular 5I0 on Thursday (Nov 18) announced that Mission Well has withdrawn its requisitioning notices to hold 2 extraordinary general meetings (EGMs) on Dec 2 and Dec 15, without any explanation or reason.

Mission Well is one of the 2 shareholders seeking to remove the company's chief executive, Eitan Konstantino, and other members of the board, as well as appoint new directors. The other shareholder is Tansri Saridju Benui, who owns 50,000 shares as of Nov 16.

In a late-night filing, QT Vascular said it received new notices and circulars prepared by both shareholders with a request to upload and release the documents on SGXNet. The company has however decided not to do so in the meantime as it consults with professional advisers on the next course of action.

Differences and changes between the former and newly provided requisition documents were neither disclosed nor made known, it added.

"The company regrets the confusion and inconvenience to shareholders which have been caused by the requisitioning shareholders, which is disappointing," said QT Vascular.

The company on May 25 agreed to acquire 60 per cent (see amendment note) of Asia Dental Group for S$7.7 million, which Mission Well took issue against in its previous requisition documents as it believed the company had overpaid for the acquisition.

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"The company would also remind the requisitioning shareholders the importance and responsibility of providing accurate information and details to other shareholders, particularly in this important context where all the incumbent directors are sought to be removed and replaced, especially where the company under the incumbent directors has made substantial progress in materialising (the acquisition of Asia Dental Group)," said QT Vascular in its Nov 18 statement, adding that the acquisition is "critical to generating value for shareholders".

QT Vascular on Nov 18 also issued some 28.9 million new shares at S$0.006 per share after exercising options granted in Sep 2013 under its 2013 share plan. The new shares are expected to list and commence trading with effect from 9 am on Nov 22.

This brings Mission Well's percentage of total voting shares in QT Vascular down from 11.04 per cent to 10.9 per cent, with some 247.2 million shares in the company as of Nov 18.

On the same day, Konstantino also purchased about 28.9 million ordinary shares in QT Vascular for S$173,119.10, raising his direct stake in the company to 1.7 per cent from 0.4 per cent previously.

Separately, in a clarification statement on Nov 19, QT Vascular refuted Mission Well's claim that it was a "long-term shareholder" of the company, pointing out that Mission Well did not appear to be listed as a shareholder as of Oct 31, 2021 and only became a substantial shareholder recently on Nov 11.

Addressing other concerns raised by Mission Well's since-withdrawn requisition notices, QT Vascular also clarified remuneration payments to its top executives and board of directors from FY2014 to FY2020, as well as proceeds raised from new share issuances in previous years.

Shares of QT Vascular ended the week S$0.001 or 10 per cent lower at S$0.009 on Friday (Nov 19), after the announcements

SEE ALSO: 

• QT Vascular scraps S$1b RTO plan; shares fall amid heavy volume

• QT Vascular CEO and largest shareholder used rally to offload shares

Amendment note: An earlier version of this article stated that QT Vascular on May 25 agreed to acquire 67 per cent of Asia Dental Group, when it should have been 60 per cent.