Ever Glory United Completes Acquisition of Guthrie Engineering and Manages JTC Lease Share Transfer Conditions
Summary:
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Ever Glory United Holdings has completed the acquisition of 100% of Guthrie Engineering (S) Pte Ltd (GESPL) on 1 July 2025, making GESPL a wholly owned subsidiary.
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Due to JTC’s pending formal lease consent documents, the parties agreed to amend the SPA to split the payment: S$2 million paid at completion, with the remaining S$29.5 million due by 31 July 2025.
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Ever Glory waived a condition precedent related to JTC’s consent, after receiving JTC’s interim non-objection email and a commitment to issue final documents by end July.
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To comply with JTC’s control requirements under the lease for Tek Guthrie (a property-owning associate of GESPL), GESPL transferred 1 share in Tek Guthrie to the vendor before completion.
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The vendor has agreed under a deed to transfer this 1 share back to Ever Glory or GESPL once JTC approval allows, or upon lease expiry, with no cost.
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Ever Glory also waived rights against the vendor for warranties related to this share transfer, as the board assessed that it was minor, complied with lease rules, did not materially impact control, and avoids lease breaches.
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The group expects no adverse financial effect from these arrangements.