SINGAPORE (May 27): The SGX RegCo is pressing Eagle Hospitality Trust for updates from the special committee that was formed in April, to help in its restructuring and strategic business review after it defaulted on a US$341 million syndicated loan.
This special committee, whose composition was announced on April 1, consists of EHT’s independent directors: Carl Gabriel Florian Stubbe, who is chairing the committee; Davy Lau; Tarun Kataria; Tan Wee Peng Kelvin as well as Salvatore G. Takoushian, CEO of EHT’s manager.
SGX RegCo’s request for updates came a day after Howard Wu and Taylor Woods confirmed their resignations from EHT’s board as chairman and vice chairman. The duo are co-founders of Urban Commons, the US-based entity that is EHT’s sponsor.
The resignations came after the discovery of interested party transactions that were inked by the duo on behalf of EHT’s master-lessor subsidiaries. The transactions in question were uncovered during an ongoing strategic review of EHT’s business.
The agreements were “not on usual commercial terms” and were therefore “prejudicial” to the interests of EHT and its minority stapled securityholders, according to EHT on May 16.
SGX RegCo basically nudged the duo from their posts on May 16 when it openly queried EHT’s nominating committee if Wu and Woods are still deemed “suitable” to serve on the board of the manager.
In its public query to EHT made on May 27, SGX RegCo wants to know: if an outline of proposals that have been made known to the committee.
It also wants disclosure on whether any conflicts of interest arose during the proposal management process and if so, how these conflicts were managed.
SGX RegCo is also requiring EHT to say if the proposals put forward, if any, will contemplate a change in control of the REIT manager.
“The REIT Manager and the Trustee Manager of EHT are legally required to give priority to the interest of all security holders of the Stapled Trust as a whole, over their own interests in the event of a conflict of interest,” SGX RegCo warns.
The exchange’s regulatory body further demands that the EHT’s manager and the trustee manager to confirm that they will prioritise interests of all EHT unitholders over their own interests in the proposal management process.
EHT has been suspended since March 24. It last traded at 13.7 US cents. It went IPO just last May at 78 US cents.
