SINGAPORE (July 16): SBI Offshore’s shareholders Hui Choon Ho and Paul Goh have sent two letters dated July 13 and July 15 to the company calling for an extraordinary general meeting (EGM) to prevent further agreements with Berlitz CEO Chan Kern Miang.
The letters refer to the share sale agreement (SSA) entered by SBI Offshore and Berlitz on May 30, 2019, and the supplemental agreements entered on Feb 20, and May 11, this year.
The letter alleged that the agreements were made without the prior approval of shareholders at an EGM.
Hui and Goh have also asked SBI Offshore not spend any further resources for the purposes of the proposed RTO without the prior approval of shareholders.
In two separate filings on Tuesday and Thursday, SBI Offshore says it is seeking legal advice on the validity of the parties’ requests.
On May 30, 2019, SBI Offshore entered into a binding term sheet with Chan for the proposed acquisition of the entire issued and paid-up share capital of marine offshore and solutions providers Berlitz Offshore Limited, Berlitz Marine, and nine other companies.
The company and Chan had also entered into a share sale and purchase agreement (SPA) for a consideration of US$36 million for the acquisition of the entire issued and paid-up share capital of the same companies, as well as Bes Trust Pte. Ltd. (formerly known as Metico Ocean Services).
As at 3.41pm, shares in SBI Offshore are trading flat at 4 cents.