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Sembcorp, Sembmarine virtual EGMs to take place on Aug 11

SEMBCORP Industries (SCI) and Sembcorp Marine (Sembmarine) will convene their virtual extraordinary general meetings (EGMs) on Aug 11.

The SMM meeting will be held at 10am, before the SCI meeting at 11.30am.

At the EGMs, both companies will seek their respective shareholders’ approval for the proposed S$2.1 billion recapitalisation for the offshore and marine engineering group and a demerger from each other that will result in Temasek Holdings having a direct stake in the marine arm.

On Wednesday, SMM emphasised that its independent shareholders will have a deciding say in whether the proposed rights issue goes through, because they will be the only ones voting on the whitewash resolution, which is inter-conditional with the rights issue resolution.

Shareholders may participate in the EGMs by observing and/or listening to the proceedings via live audio-visual webcast or live audio-only stream, and by submitting questions in advance. 

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They may appoint the EGM chairman as proxy to attend, speak and vote on their behalf, if they wish to exercise their voting rights at the respective meetings.

Shareholders will not be allowed to attend the EGMs in person, SCI and SMM said in separate filings late Wednesday night.

From July 23, 10am, SCI shareholders may begin to pre-register at SCI’s website for the live audio-visual webcast or the live audio-only stream. The deadline to pre-register, submit questions in advance and submit proxy forms is Aug 8, 11.30am.

SMM shareholders may also begin to pre-register online and submit questions from July 23, 10am. They have until Aug 8, 10am to do so.

Should the transaction fail, SMM said it will re-evaluate other options to obtain the “critical” funding it needs. But it warned that it will “likely be in financial stress” if alternative sources of funding are not available in time and/or are insufficient.

If approved, however, the rights issue will allow SMM to "chart a new way forward". With a stronger balance sheet, the marine engineering group expects to be able to fund ongoing commitments and compete for new high-value projects.

SCI also said on Wednesday that the deconsolidation of SMM will bring “tangible” benefits, as the improved debt position will open opportunities for more debt financing, and is not simply accounting treatment.

At Wednesday's close, SCI shares fell S$0.02 or 1.1 per cent to S$1.75 while SMM dropped S$0.01 or 2.3 per cent to S$0.425.

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