V2Y Corporation Announces Major Property Acquisition at Suntec City Tower 3, Singapore – Minichart

Key Highlights of the Proposed Acquisition

• Option to Purchase (OTP): V2Y has secured the option by paying an option fee of S\$114,086.66. Upon acceptance, the company was granted the right to purchase the property. To exercise the OTP, V2Y must pay an additional 4% of the consideration by 9 January 2026.
• Purchase Price: The consideration was determined on a willing-buyer, willing-seller basis. The company will obtain an independent valuation to assess the property’s market value.
• Completion Timeline: Once the OTP is exercised, completion must occur within eight weeks. Notably, the OTP is not subject to any conditions precedent.
• Executive Chairman Indemnity: Mr. Lang Jinjun, Executive Chairman, has provided an irrevocable undertaking to indemnify the company for all costs and expenses related to the acquisition if (a) the independent valuation is below the consideration, (b) bank financing cannot be obtained on normal commercial terms, (c) an EGM cannot be convened by 9 January 2026, or (d) shareholders’ approval is not obtained.

Details of the Property and Vendor

• Location: Suntec City Tower 3, 8 Temasek Boulevard #36-01, Singapore 038988
• Tenure: 99-year leasehold commencing 1 March 1989, expiring 29 February 2088
• Size: 272 square metres of office space
• Vendor: Concord Fortune Resources Pte. Limited, an unrelated party to V2Y

Rationale for the Acquisition

The company is currently renting office space but requires a larger office to accommodate its expanding workforce. After comparing the costs of renting similar premises versus buying the property, management concluded that ownership offers a stronger value proposition for shareholders.

Funding and Financial Impact

• Funding: The entire consideration will be paid in cash, funded through a mix of internal resources and bank financing.
• Financial Effects (Illustrative):
  • Net Tangible Assets (NTA): No change in NTA per share is expected, assuming 100% bank financing.
  • Earnings Per Share (EPS): Illustrative calculations show an increased net loss per share from (0.43) cents to (0.62) cents, mainly due to loan interest and annual depreciation of S\$209,000 (straight-line over 50 years).
  • Gearing: Total borrowings would rise from S\$1.8 million to S\$12.3 million, with negative equity resulting in the gearing ratio being not meaningful.

Regulatory and Shareholder Approval

• The proposed acquisition’s size means the consideration is more than 281% of V2Y’s market capitalisation as of the last trading day before suspension—a level that triggers a “major transaction” classification under SGX Catalist Rules, requiring shareholder approval at an EGM.
• The company has applied for a waiver to treat this as a major transaction under Rule 1014, rather than as a “reverse takeover” under Rule 1015.

Other Key Points for Investors

• No directors or substantial shareholders have any direct or indirect interest in this transaction.
• No new directors will be appointed in connection with the acquisition.
• The OTP document is available for inspection at the company’s registered office for three months from the announcement date.
• A circular with more information and the EGM notice will be sent to shareholders in due course.

Potentially Price-Sensitive Information

• This is a major transaction relative to V2Y’s market capitalisation, significantly increasing its gearing and asset base.
• The purchase will likely have a material negative impact on near-term earnings per share due to additional interest and depreciation expenses.
• Shareholder approval is required; if not granted, the transaction will not proceed, and indemnity provisions will come into play.
• Any changes in the independent valuation, funding availability, or EGM outcome could materially affect the company’s prospects and share price.

Next Steps

• Shareholders should monitor for the circular and EGM notice, where their approval will be sought for this transformative acquisition.
• The market will likely react to future announcements regarding the independent valuation, financing arrangements, and EGM outcome.

Disclaimer: This article is for informational purposes only and does not constitute investment advice. Investors should consult their financial advisors before making any investment decisions. The information presented is based on the company’s public disclosures as of 28 November 2025 and may be subject to change. The SGX has not reviewed or approved the transaction as of the date of this article.

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