Eindec Corporation Limited 2 PDF
Eindec Corporation Limited 2 PDF
Eindec Corporation Limited 2 PDF
Prior to making a decision to purchase the Placement Shares, you should carefully consider all the
information contained in the offer document dated [] 2015 issued by Eindec Corporation Limited in
respect of the Placement (the Offer Document). This Product Highlights Sheet should be read in
conjunction with the Offer Document. You will be subject to various risks and uncertainties, including
the potential loss of your entire principal amount invested. If you are in doubt as to investing in the
Placement Shares, you should consult your legal, financial, tax or other professional adviser.
This Product Highlights Sheet is an important document.
It highlights the key information and risks relating to the offer of the Placement Shares contained in
the Offer Document. It complements the Offer Document1,2.
You should not purchase the Placement Shares if you do not understand the nature of an investment
in shares in a company, our business or are not comfortable with the accompanying risks.
If you wish to purchase the Placement Shares, you will need to make an application in the manner set
out in the Offer Document. If you do not have a copy of the Offer Document, please contact us to ask
for one.
Issuer
Place of
incorporation
Singapore
Details of this
Placement
[] Placement Shares
comprising [] new Shares
Total amount to
be raised in this
Placement
Gross
proceeds
of
approximately
S$[]
million and net proceeds of
approximately S$[] million
Placement Price
Issue Manager,
Sponsor and
Placement Agent
Listing status of
Issuer and the
Securities
Acceptance of applications
will be conditional upon,
inter alia, the issue of
the Placement Shares and
permission being granted
by the SGX-ST for the
listing and quotation of all
our existing issued Shares,
the Placement Shares and
the Performance Shares on
Catalist. The Shares are
expected to be listed on [].
This Product Highlights Sheet does not constitute or form any part of any offer for sale or subscription of, or solicitation
of any offer to buy or subscribe for, any securities nor shall it or any part of it form the basis of, or be relied on in
connection with, any contract or commitment whatsoever.
1
The information in this Product Highlights Sheet is based on information found in the preliminary offer document dated
11 December 2015 issued by Eindec Corporation Limited (the Preliminary Offer Document), which is subject
to further verification, updating, revision, amendments and completion in the final Offer Document. Any decision to
subscribe for any securities must be made solely on the basis of information contained in the final Offer Document and
which information may be different from that found in the Preliminary Offer Document.
The Preliminary Offer Document, lodged by the SGX-ST, acting as agent on behalf of the Authority on 11 December
2015, may be obtained on request, subject to availability, during office hours from UOB Kay Hian Private Limited, or
accessible at the SGX-ST website: http://www.sgx.com.
2
OVERVIEW
WHO ARE WE AND WHAT DO WE DO?
Our Company was incorporated in Singapore on 2 April 2015 under the
Companies Act as a private limited company, under the name of Eindec
Corporation Pte. Ltd.. Our Company was converted into a public limited
company and renamed Eindec Corporation Limited in connection therewith
on 10 December 2015. Our Company and our subsidiaries (the Group) are
a regional clean air environmental and technological solutions group engaged
in the following activities:
The structure of our Group as at the date of the Offer Document is as follows:
Eindec
Corporation
Limited
100.0%
Eindec
Holdings
100.0%
Eindec
Malaysia
Eindec
Singapore
100.0%
100.0%
Eindec
Shanghai
Eindec
Shenzhen
Deemed Interest
Number
of Shares
Number
of Shares
71,900,000 100.0
Direct Interest
Deemed Interest
Number
of Shares
Number
of Shares
[]
[]
[]
[]
[]
[]
Director
Zhang Wei(1)
Controlling
Shareholders
(other than
Directors)
Weiye
71,900,000 100.0
Chen Zhiyong
(2)
71,900,000 100.0
Notes:
(1) Zhang Wei is deemed to have an interest in the Shares held by Weiye by
virtue of his 46.4% shareholding in Weiye as at the Latest Practicable
Date by virtue of Section 7 of the Companies Act.
(2) Chen Zhiyong is deemed to have an interest in the Shares held by Weiye
by virtue of his 20.5% shareholding in Weiye as at the Latest Practicable
Date by virtue of Section 7 of the Companies Act.
3
100.0%
HOW WAS OUR HISTORICAL FINANCIAL PERFORMANCE AND WHAT IS OUR CURRENT
FINANCIAL POSITION?
Selected items from the combined statements of comprehensive income
of our Group(1)
Audited
Unaudited
FY2012
FY2013
FY2014
1H2014
1H2015
Revenue
17,895
14,375
14,270
6,618
6,600
Gross profit
6,859
5,573
4,959
2,528
2,303
Profit before
income tax
2,845
2,005
1,627
790
415
3,032
1,732
1,366
738
358
Pre-Placement
EPS (cents)(2)
4.22
2.41
1.90
1.03
0.50
Post-Placement
EPS (cents)(3)
[]
[]
[]
[]
[]
(S$000)
Audited
Unaudited
As at
As at
As at
31 December 31 December 31 December
2012
2013
2014
As at
30 June
2015
Non-current assets
6,072
5,548
5,424
5,443
Current assets
10,938
10,938
11,067
12,442
Total assets
17,010
16,486
16,491
17,885
Non-current liabilities
1,211
992
703
609
Current liabilities
9,656
7,760
6,780
8,043
Total liabilities
10,867
8,752
7,483
8,652
Total equity
6,143
7,734
9,008
9,233
NAV
6,143
7,734
9,008
9,233
8.54
10.76
12.53
12.84
Notes:
(1) Our combined statements of comprehensive income for the Period Under
Review have been prepared on the basis that our Group had been in
existence throughout the Period Under Review.
(2) For comparative purposes, pre-Placement EPS for the Period Under
Review has been computed based on the profit for the year/period and
our pre-Placement share capital of 71,900,000 Shares.
(3) For comparative purposes, post-Placement EPS for the Period Under
Review has been computed based on the profit for the year/period and
our post-Placement share capital of [] Shares.
(4) Our combined statements of financial position as at 31 December 2012,
31 December 2013, 31 December 2014 and 30 June 2015 have been
prepared on the basis that our Group had been in existence on these dates.
(5) The NAV per Share as at 31 December 2012, 31 December 2013,
31 December 2014 and 30 June 2015 have been computed based on our
pre-Placement share capital of 71,900,000 Shares.
(S$000)
Selected items from the combined statements of cash flows of our Group
The following table sets out a breakdown of our cash flows during the Period
Under Review:
Audited
S$000
Net cash generated from/
(used in) operating activities
Unaudited
1,716
1,446
(204)
(12)
(132)
(1,545)
(4)
(731)
(1,621)
(1,744)
(1,664)
(1,672)
(55)
Net increase/(decrease) in
cash and cash equivalents
1,372
352
(1,493)
(230)
(990)
2,879
4,255
4,605
4,605
3,095
(2)
(17)
(17)
16
4,255
4,605
3,095
4,358
2,121
3,005
INVESTMENT HIGHLIGHTS
WHAT ARE OUR BUSINESS STRATEGIES AND FUTURE PLANS?
Our business strategies and future plans to drive the future growth and
expansion of our business are as follows:
cost of sales is anticipated to remain stable and in line with our historical
cost of sales; and
As a percentage of
gross proceeds from
the Placement (%)
Establishment of a new
business for environmental and
technological solutions products
in the PRC
[]
[]
[]
[]
Working capital
[]
[]
[]
[]
[]
[]
Use of proceeds
(1)
Note:
(1) [Of the total estimated listing expenses to be borne by our Company,
approximately S$[] million will be recognised in equity and the
balance of the estimated listing expenses will be recognised in profit
or loss.]
10
We have only one (1) class of shares, and the Shares offered will have the
same rights as our other existing issued and paid-up shares, including voting
rights. Shareholders will be entitled to all rights attached to their Shares in
proportion to their shareholding, such as any cash dividends declared by our
Company and any distribution of assets upon liquidation of our Company.
There are no restrictions on the transferability of fully paid Shares, save as
required by law or the Catalist Rules.
Holdings
Malaysia
Shanghai
Shenzhen
:
:
:
:
Eindec Singapore
General
1H
AJB
:
:
Authority
Catalist
Companies Act
:
:
:
Controlling Shareholder
Facilities
11
:
:
ISO
Latest Practicable Date
:
:
NAV
Performance Shares
:
:
:
:
Placement Price
Placement Shares
PRC
Restructuring Exercise
:
:
:
:
SGX-ST
Shares
Weiye
:
:
:
:
:
:
:
:
WHO CAN YOU CONTACT IF YOU HAVE ENQUIRIES RELATING TO OUR OFFER?
HOW DO YOU CONTACT US?
The Issuer
Registered Office
Telephone No.
Issue Manager, Sponsor and Placement Agent: UOB Kay Hian Private Limited
Address
8 Anthony Road
#01-01
Singapore 229957
Telephone No.
12
FY
Independent Directors