Cost of target assets in TSH reverse takeover raised to $19.4m after independent valuation

SINGAPORE - The consideration for assets being injected into TSH Corp through a reverse takeover has been raised to $19.4 million following an independent valuation, the company announced in filings with the Singapore Exchange on Friday (Nov 23).

The sellers of those assets have also agreed to waive about $1.45 million of shareholders' loans to complete the deal.

TSH, a cash company that used to operate businesses in consumer electronics and security devices, is planning to acquire all of Sloshed!, a pub operator and liquor distributor, in exchange for TSH shares that will give Sloshed!'s current owners a majority stake in TSH.

The consideration for Sloshed! had initially been set at $18.8 million, to be paid in new TSH shares at three cents apiece. The final consideration will be adjusted to match the assessment of the independent valuers, which means that TSH will now issue about 646.7 million new TSH shares to the sellers of Sloshed! instead of 626.7 million new shares. That will give Sloshed! sellers a stake of about 72.9 per cent in TSH's enlarged share capital instead of 72.3 per cent.

The sellers of Sloshed! have also agreed to a supplemental agreement to waive $1.19 million of a shareholders' loan to Sloshed!, and a further $265,492 shareholders' loan to The Other Room, a bar that will be owned by Sloshed! following a restructuring.