SINGAPORE - Attilan Group, which faces delisting from the the Singapore Exchange (SGX) is in a reverse takeover deal to buy family entertainment content producer, Tremendous Entertainment Group (TEG), for $100 million.
On Thursday morning (June 27), the company said it has entered into a non-binding memorandum of understanding (MOU) with Tremendous Opportunity Fund I LP (TOF) to acquire TEG. It also plans to seek shareholder approval to transfer from SGX's mainboard to the Catalist board.
Watch-listed Attilan was served a delisting notice by SGX on June 4, but has said it plans to appeal it. Attilan said on Thursday that it has agreed with TOF to proceed with the acquisition regardless of whether SGX grants its appeal against the the delisting or its application for an extension.
Attilan was formerly known as Asiasons Capital, one of the three penny stocks allegedly manipulated by John Soh Chee Wen in 2013 which led to a massive crash of the Singapore market, wiping out some $8 billion in value.
Attilan said the deal will move its principal business further towards family entertainment content, and is in line with its corporate strategy to venture into a new business area.
The group's business segments are investment management, financial advisory, media sales and preschool.
TEG's three anchor businesses are broadcast, live and interactive exhibitions. It has been in the industry for more than 20 years, and owns preschool children TV programme Hi-5. It also manages the Sands Theatre in Marina Bay Sands, among other assets.
The acquisition will be paid by a combination of cash and issue of new Attilan shares, with the issue price per share to be negotiated after completion of the acquisition. The MOU states that Attilan, whose shares are suspended, will issue at least $5 million worth of new shares with regard to the purchase.
Both parties will deal exclusively with each other for one month from June 26 - the MOU signing date.
After the signing of a definitive sales and purchase agreement, Attilan and TOF will appoint an independent valuer to provide a valuation for TEG.
Attilan will seek shareholder approval at an extraordinary general meeting for the acquisition and the transfer from the mainboard to the Catalist board.
Shares of Attilan are currently suspended. It last traded at 0.2 cent on June 21, 2018.