Financial consultancy specialist Asia Fund Space (AFS) has agreed to acquire new shares in the capital of Ezra as well as the possible subsequent injection of new assets into Ezra.
The agreement is subject to all Ezra shareholder, creditor, court (US and Singapore) and other necessary approvals being obtained. Given the approvals required, the agreement is not expected to be completed until December 31, 2018.
The restructuring proposal includes: Disposal of Ezra’s existing assets – subject to requisite approval by all relevant parties and the courts, Ezra will transfer all of its existing assets to a creditor trust. The net proceeds of such disposition and/or the interests in the creditor trust will be distributed to existing claimants by the trustee for the creditor trust. This structure is meant to provide for the full release and discharge of all claims against the Reorganized Ezra. The shareholders of the Reorganized Ezra will not be affected by any claims treated under the Ezra Plan.
Furthermore, the Reorganized Ezra would issue new ordinary shares in its capital to its creditors, which will amount to 4% of the resultant enlarged share capital. Subject to approval of the Ezra Plan by the courts and certain other conditions, AFS has agreed to invest S$1,000,000 into the Reorganised Ezra in exchange for 92% of the resultant enlarged capital. The existing shareholders of Ezra will hold the balance 4% of the resultant enlarged share capital.
Reorganized Ezra, with the support of AFS, would then acquire one or more new businesses, in the form of a reverse takeover, in consideration for new Ezra shares (RTO) by no later than December 31, 2018 or such other date as the parties may agree in writing to enable the resumption of trading of the Ezra Shares on the SGX-ST.
Commenting on this proposal, Mark Lee , AFS managing director, said: “Ezra’s proposed restructuring plan, which Asia Fund Space has agreed to fund, seeks to create a positive situation for Ezra’s constituents. We are particularly heartened to have a role in the proposed restructuring plan by Ezra which, if approved by the courts, will provide Ezra’s creditors and existing shareholders with an incremental return. Moving forward, with its strong network in Greater China and ASEAN, AFS aims to offer similar value-added financial solutions to more SGX-listed companies.”