Rex Technology Investments, the wholly-owned subsidiary of SGX-listed Rex International, has entered into a conditional subscription agreement on Dec 30 with Xer Technologies to subscribe for 23,809 new shares in Xer at a consideration of US$1 million ($1.35 million).
The new acquisition will bring Rex Technology’s shareholding interest in Xer to 53% from 40%, making Xer a subsidiary of the company.
As at Dec 30, Xer has a total issued and paid-up share capital of $1.42 million comprising 83,333 ordinary shares.
As a condition to completing the acquisition, Rex Technology has to enter into a revised shareholders’ agreement with Xer’s other shareholders. Under the new shareholders’ agreement, Rex Technology has committed to injecting a capital amount of up to US$3 million, subject to the achievement of certain technical and sales milestones by Xer.
The consideration and subsequent capital commitment will be fully satisfied in cash.
Interested person transaction
See also: Sembcorp issues $350 mil of guaranteed notes due 2036 at 3.65%
Dr Karl Lidgren and Hans Lidgren are controlling shareholders in Rex International with a 34.71% deemed interest held through Limea. Hans and Cresta Group have a 50% stake in Limea. Cresta is also wholly-owned by Karl.
Prior to the completion of the acquisition, Cresta and Limea each hold a 42% and 15% stake in Xer. Upon the completion of the acquisition, Cresta and Limea will hold a 33% and 12% stake in Xer. Karl is also a non-independent and executive director of Rex International, making the transaction an interested person transaction (IPT) according to SGX’s listing rules.
Xer is a Singapore-registered commercial drone company. It was incorporated in Singapore in June 2021 after acquired 100% of the shareholding interest in UAV Development Sweden AB for 50,000 Swedish kroner ($7,900). UAV Development Sweden AB is a spin-off from a Swedish security company, Nicax Holding AB, that has been offering commercial drone flying search and rescue and surveillance services to customers since 2011. Nicas Holding is 6.7% held by a holding company that is 100% owned by Martin Lidgren, son of Karl Lidgren.
Shares in Rex International closed flat at 21.5 cents on Dec 30.
