Aseana Prop. Regulatory News (ASPL)

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF EU REGULATION 596/2014 AS IT FORMS PART OF DOMESTIC LAW IN THE UNITED KINGDOM BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018. UPON THE PUBLICATION OF THIS ANNOUNCEMENT VIA A REGULATORY INFORMATION SERVICE, THIS INSIDE INFORMATION WILL BE CONSIDERED TO BE IN THE PUBLIC DOMAIN.

7 January 2025

ASEANA PROPERTIES LIMITED("Aseana" or the "Company")

Conditional Subscription

Aseana Properties Limited (LSE: ASPL), a property developer in Malaysia listed on the main market of the London Stock Exchange, is pleased to announce that it has entered into a conditional subscription agreement (the "Subscription Agreement") with Neuchatel Investment Holdings Limited (the "Subscriber") for the subscription of new ordinary shares of US$0.05 each in the Company (the "Subscription Shares").

Under the Subscription Agreement, the Subscriber, and any parties deemed to be acting in concert (as defined by the UK Takeover Code) with the Subscriber, will subscribe for such number of Subscription Shares in the Company constituting up to 29.9% of the Company's issued share capital, as enlarged by the Subscription, at a subscription price of US$0.08 per Subscription Share (the "Subscription"). It is anticipated that the Subscription will raise approximately $5.45 million for the Company once completed.

The Subscription is conditional upon, amongst other things, the passing of all requisite resolutions at a general meeting of the Company's shareholders (the "General Meeting"), which will be convened in due course.

The Subscription is also conditional on admission to the Official List Equity Shares (transition) category and to trading on the main market of the London Stock Exchange ("First Admission") of the maximum number of Subscription Shares possible under the Prospectus Regulation Rules issued by the Financial Conduct Authority without the Company being obliged to publish a prospectus in connection with such admission. The balance of the Subscription Shares issued but not part of the First Admission will be admitted to trading at a later date following the publication of an FCA approved prospectus. Under UKLR 22.2.5 the Company undertakes to take all such steps that are required in order to ensure that the Subscription Shares subject to the second Admission will occur within one year of allotment.

As previously announced the Company has been exploring equity fundraising options to address the critical financial challenges presently affecting its operations. A significant portion of the Subscription proceeds will be used to partially repay the outstanding facilities to forestall foreclosure actions by KPMG Corporate Restructuring PLT, the receivers and managers of ICSD Ventures Sdn. Bhd., who were appointed by Maybank Investment Bank Berhad, as announced on 6 November 2024. The remaining balance of the repayment on the facilities is expected to be sourced through new debt financing. The success of the sourcing of this debt financing will be dependent on the outcome of the Subscription.

The Company will shortly issue a circular to shareholders, which will include the notice of the General Meeting and further details of the Subscription (the "Circular"). A copy of the Circular will also be made available on the Company's website (www.aseanaproperties.com).

The Board considers the Subscription to be the most efficient method to achieve the Company's near-term strategic objectives. The Board of Aseana unanimously supports the Subscription and considers it to be in the best interests of the Company and its shareholders.

Background on the Subscriber

Neuchatel Investment Holdings Limited is wholly owned by Mr. Lim Kian Onn, a highly regarded Malaysian banker, businessman, and investor with an extensive track record in the financial services, aviation and the hospitality sectors amongst others.

Mr. Lim is a member of the Institute of Chartered Accountants in England and Wales (ICAEW) and is recognised as a prominent figure in the Malaysian business community. His notable achievements include: (i) co-founding ECM Libra Investment Bank; (ii) being a founding shareholder in prominent ventures, amongst them AirAsia X, Tune Hotels, Tune Insurance, and Epsom College Malaysia, the Asian campus of Epsom College UK; (iii) serving as the Chairman of Plato Capital Limited, a Singapore-listed company, and the ECM Libra Group, listed on the Kuala Lumpur Stock Exchange; and (iv) co-founding the Ormond Hotel Group, an award-winning hospitality group with several accolades, including Asia's Best Airport Hotel and Malaysia's Best Boutique Hotel. Mr. Lim is currently the Executive Chairman of the Ormond Hotel Group.

Mr. Lim played the lead role as Deputy Chairman of AirAsia X (AAX) from 2020 to 2022 where he was instrumental in navigating AAX through financial difficulties, implementing strategies to stabilise and revitalise the airline. Mr. Lim's leadership was pivotal in restructuring initiatives aimed at ensuring the airline's survival and positioning it for recovery and growth in the competitive aviation industry.

The Subscription with Neuchatel Investment Holdings Limited represents a strategic alignment for the Company with a seasoned and respected investor whose experience in financial restructuring, corporate governance, business development, particularly in the hospitality industry, coupled with his extensive Malaysian banking relationships is expected to potentially bring significant value to the Company.

Expected use of proceeds of the Subscription

The Company is undertaking the Subscription to address the critical financial challenges affecting its operations. 

Repayment of Bank Facilities

A significant portion of the Subscription proceeds will be utilised to repay outstanding bank facilities to forestall foreclosure actions initiated by the receivers and managers of ICSD Ventures Sdn. Bhd., the owner of the Sandakan asset, which is currently in receivership, as announced by Aseana on 6 November 2024.

Operating Capital

To sustain the Company's ongoing operations, a portion of the proceeds will be utilised towards working capital to cover essential operating expenses including: (i) payment of fees to advisers and consultants engaged in the ongoing financial and operational restructuring of the Company including legal action to safeguard some of Aseana's assets; and (ii) payment of salaries and related benefits to employees to ensure continuity of operations.

This allocation is essential to stabilise the Company's financial position, maintain operations, and ensure the long-term viability of the Company. The Board believes these measures are in the best interests of shareholders and will support the Company's efforts to restore value.

Expected timetable of events

The key dates in relation to the Subscription will be outlined in the Circular to shareholders, including the date of the General Meeting, and will be announced by the Company at the appropriate time.

Further announcements in respect of the Subscription will be made in due course.

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