Latest news with #BanLeong
Yahoo
27-05-2025
- Business
- Yahoo
GCL Subsidiary's Offer for Ban Leong Technologies Declared Unconditional in all Respects
SINGAPORE, May 27, 2025 /PRNewswire/ -- GCL Global Holdings Ltd. (NASDAQ: GCL) ("GCL" or the "Company") is a leading provider of games and entertainment and the indirect parent company of Epicsoft Asia Pte. Ltd. (the "Offeror"), the bidder seeking to acquire all of the issued and paid-up ordinary shares in the capital of Ban Leong Technologies Limited (SGX: B26) ("Ban Leong"), excluding shares held in treasury (the "Shares") pursuant to Rule 15 of the Singapore Code on Take-overs and Mergers (the "Offer"). The Offeror today announced that the total number of Shares owned, controlled or agreed to be acquired by the Offeror and parties acting in concert with it (including by way of valid acceptances of the Offer) represent approximately 50.90% of the total number of Shares as of May 27, 2025, and accordingly, the Offer has become unconditional as to acceptances and is hereby declared unconditional in all respects. If the Offeror acquires 90% or more of the total number of Shares (whether through valid acceptances pursuant to the Offer or otherwise), the Offeror will be entitled to exercise its right under Section 215(1) of the Companies Act 1967 of Singapore to compulsorily acquire all the Shares from shareholders of Ban Leong ("Shareholders") who have not accepted the Offer at a price equal to the offer price of S$0.6029. The Offeror will then proceed to delist Ban Leong from the Singapore Exchange Securities Trading Limited, if the minimum free float requirement is not met. Shareholders who wish to accept the Offer should submit the relevant acceptance form(s) by the close of the Offer at 5:30 p.m. (Singapore time) on July 2, 2025 (or such later date(s) as may be announced from time to time by the Offeror). Further details of the procedures for acceptance of the Offer are set out in Appendix 2 to the Offer Document dated May 21, 2025. This press release should be read in conjunction with the full text of the announcement filed by the Company on a Form 6-K, on May 27, 2025, available on the Securities and Exchange Commission ("SEC") website at No Offer or Solicitation This news release is for information purposes only and is not intended to and does not constitute, or form part of, an offer, invitation or the solicitation of an offer or invitation to purchase, otherwise acquire, subscribe for, sell or otherwise dispose of any securities, or the solicitation of any vote or approval in any jurisdiction, pursuant to the proposed transaction or otherwise, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in contravention of applicable law. About GCL Global Holdings Ltd. GCL Global Holdings Ltd. leverages its diverse portfolio of digital and physical content to bridge cultures and audiences by introducing Asian-developed IP to a global audience across consoles, PCs, and streaming platforms. Learn more at About GCL Global Pte. Ltd. ("GGPL") GCL Global Pte. Ltd. unites people through immersive games and entertainment experiences, enabling creators to deliver engaging content and fun gameplay experiences to gaming communities worldwide with a strategic focus on the rapidly expanding Asian gaming market. It is an indirect wholly-owned subsidiary of GCL Global Holdings Ltd. About Epicsoft Asia Pte. Ltd. Epicsoft Asia Pte. Ltd. ("Epicsoft Asia"), a wholly-owned subsidiary of GCL Global Pte. Ltd., is a premier distributor of interactive entertainment software. With a robust network and a proven track record of successful game launches, Epicsoft Asia is dedicated to bringing premier gaming experiences to players across Taiwan, Hong Kong, and Southeast Asia. About Ban Leong Technologies Limited Ban Leong Technologies was incorporated in Singapore on 18 June 1993 and was listed on the Main Board of the Singapore Stock Exchange on 23 June 2005. The principal activities of the company and its subsidiaries are the wholesale and distribution of computer peripherals, accessories and other multimedia products. It distributes a wide range of technology products, with key segments that include IT accessories, gaming, multimedia, smart technology and commercial products. The company is headquartered in Singapore with regional offices in Malaysia and Thailand. Forward-Looking Statements This press release includes "forward-looking statements" made under the "safe harbor" provisions of the U.S. Private Securities Litigation Reform Act of 1995, and may be identified by the use of words such as "estimate," "plan," "project," "forecast," "intend," "will," "expect," "anticipate," "believe," "seek," "target" or other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. These forward-looking statements may also include, but are not limited to, statements regarding projections, estimates and forecasts of revenue and other financial and performance metrics, projections of market opportunity and expectations, the estimated implied enterprise value of the Company, GCL's ability to scale and grow its business, the advantages and expected growth of the Company, and the Company's ability to source and retain talent. These statements are based on various assumptions, whether or not identified in this press release, and on the current expectations of GCL's management and are not predictions of actual performance. These statements involve risks, uncertainties and other factors that may cause actual results, levels of activity, performance, or achievements to be materially different from those expressed or implied by these forward-looking statements. Although GCL believes that it has a reasonable basis for each forward-looking statement contained in this press release, GCL cautions you that these statements are based on a combination of facts and factors currently known and projections of the future, which are inherently uncertain. In addition, there are risks and uncertainties described in the proxy statement/prospectus included in the Registration Statement relating to the recent business combination, filed by the Company with the SEC on December 31, 2024 and other documents filed by the Company from time to time with the SEC. These filings may identify and address other important risks and uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. GCL cannot assure you that the forward-looking statements in this press release will prove to be accurate. There may be additional risks that GCL presently knows or that GCL currently believes are immaterial that could also cause actual results to differ from those contained in the forward-looking statements. In light of the significant uncertainties in these forward-looking statements, nothing in this press release should be regarded as a representation by any person that the forward-looking statements set forth herein will be achieved or that any of the contemplated results of such forward-looking statements will be achieved. The forward-looking statements in this press release represent the views of GCL as of the date of this press release. Subsequent events and developments may cause those views to change. However, while GCL may update these forward-looking statements in the future, there is no current intention to do so, except to the extent required by applicable law. You should, therefore, not rely on these forward-looking statements as representing the views of GCL as of any date subsequent to the date of this press release. Except as may be required by law, GCL does not undertake any duty to update these forward-looking statements. Directors' Responsibility Statement pursuant to the Singapore Code on Take-overs and Mergers The sole director of the Offeror and the directors of GGPL (including those who may have delegated detailed supervision of the preparation of this press release) have taken all reasonable care to ensure that the facts stated and all opinions expressed in this press release are fair and accurate and that there are no other material facts not contained in this press release, the omission of which would make any statement in this press release misleading, and they jointly and severally accept responsibility accordingly. Where any information has been extracted or reproduced from published or otherwise publicly available sources or obtained from Ban Leong (including without limitation, relating to Ban Leong and its subsidiaries), the sole responsibility of the sole director of the Offeror and the directors of GGPL has been to ensure, through reasonable enquiries, that such information is accurately and correctly extracted from such sources or, as the case may be, accurately reflected or reproduced in this press release. View original content: SOURCE Epicsoft Asia Pte Ltd
Business Times
07-05-2025
- Business
- Business Times
Amara, Ban Leong pick IFAs for privatisation offers
[SINGAPORE] Hotel group Amara and technology products distributor Ban Leong Technologies on Wednesday (May 7) separately announced that they have appointed independent financial advisers (IFA) as they mull offers to be taken private. Amara has appointed W Capital Markets as its IFA for a voluntary conditional general offer from a consortium led by property company Hwa Hong. The offeror, a special-purpose vehicle called DRC Investments, launched the offer on Apr 28 at S$0.895 a share. The offer is final and values Amara at S$514.6 million. DRC Investments intends to privatise the hotel group, citing low trading liquidity and challenging macroeconomic conditions. The vehicle includes a 35 per cent stake held by a fund sponsored by Hwa Hong, formerly listed on the Singapore Exchange, and Malaysia-based Newfields. It is also 30 per cent owned by Albertsons Capital, with shareholders Albert Teo, Amara's chairman and chief executive, and his daughter Dawn Teo, Amara's chief operating officer. Real estate developer Wing Tai 's wholly owned subsidiary, Winteam Investment, holds a 35 per cent stake in the consortium. BT in your inbox Start and end each day with the latest news stories and analyses delivered straight to your inbox. Sign Up Sign Up Meanwhile, Ban Leong has chosen Asian Corporate Advisors as its IFA as it considers a cash offer from video game distributor Epicsoft Asia, an indirect wholly owned subsidiary of Nasdaq-listed GCL Global. The offer of S$0.6029 per share to Ban Leong's shareholders comes as GCL Global 'seeks to integrate Ban Leong's distribution and vendor network with GCL Global's digital capabilities and software portfolio', the latter's chief executive Sebastian Toke told The Business Times in a recent interview. If Epicsoft Asia scoops up at least 90 per cent of Ban Leong shares at the close of the offer, it said it will exercise its rights to compulsorily acquire the remaining shares from shareholders who have not accepted the offer. These IFA will advise Amara and Ban Leong's directors, who are considered independent, for their respective offers. The advisers' opinion and the directors' recommendation will be sent to each group's shareholders within 14 days from the issue date of the offer document. Amara's shares were flat at S$0.885 on Wednesday, before the announcement. Ban Leong shares added S$0.005 or 0.8 per cent to close at S$0.595 on Wednesday.
Business Times
06-05-2025
- Business
- Business Times
Why a US-listed video game firm is paying a premium to take Ban Leong private
[SINGAPORE] For over 30 years, one little-known wholesaler and distributor of technology products – including IT accessories, gaming components and smart technology – steadily built up its distribution network. Even after Ban Leong Technologies listed on the mainboard of the Singapore Exchange in June 2005, it remained largely under the radar to both consumers and investors. Now, it is making headlines as video game distributor Epicsoft Asia, an indirect wholly owned subsidiary of Nasdaq-listed GCL Global, is splashing out cash to take the company private. Headquartered in Singapore with regional offices in Malaysia and Thailand, Ban Leong is an authorised distributor for over 50 well-known brands, including Razer, Nvidia, Samsung, Huawei, TP-Link and LG. 'This acquisition is not a short-term play on stock performance, it's a strategic move to integrate Ban Leong's strong distribution and vendor network with GCL Global's digital capabilities and software portfolio,' GCL Global's chief executive Sebastian Toke told The Business Times. 'We see this as a platform for accelerating physical reach and product innovation in Asia's fast-evolving consumer tech landscape,' he added. BT in your inbox Start and end each day with the latest news stories and analyses delivered straight to your inbox. Sign Up Sign Up The acquisition could also signal a trend where global software companies want control over physical touchpoints, especially in Asia. 'Software companies are increasingly seeking ways to influence the entire customer experience from digital interaction to physical product deployment,' Toke said. 'This is particularly relevant in Asia, where rapid urbanisation, strong mobile adoption, and consumer demand for smart devices are reshaping how technology is distributed and consumed.' Epicsoft Asia last week made a cash offer of S$0.6029 per share to Ban Leong's shareholders. This represents a 60.8 per cent premium over Ban Leong's last transacted share price of S$0.375 on Apr 29, the day before the offer was announced. It is also at a premium of 75.5 per cent to Ban Leong's volume-weighted average price of S$0.3435 over the last 12 months. The offer price also represents a premium of 42.4 per cent over the group's net asset value per share of S$0.4233 as at Sep 30, 2024. Epicsoft Asia has received irrevocable undertakings from Ban Leong's managing director Ronald Teng and his wife Teo Su Ching to accept the offer. Together, the couple holds 28.13 per cent of the company. If Epicsoft Asia scoops up at least 90 per cent of Ban Leong shares at the close of the offer, it said it will exercise its rights to compulsorily acquire the remaining shares from shareholders who have not accepted the offer. Since the offer was made, shares of Ban Leong have jumped 57.3 per cent to close at S$0.59 on Monday (May 5). Toke believes there is 'untapped value' in Ban Leong's brand partnerships, regional infrastructure and sales network that justifies the premium paid. 'Ban Leong's assets hold strong strategic value that we believe has yet to be fully realised by the broader market,' he said. For the latest first half-year to September 2024, Ban Leong reported earnings of S$1.4 million, down 36.2 per cent from S$2.2 million the previous year. H1 revenue fell 4.8 per cent to S$97.5 million, from S$102.4 million previously. 'Beyond the numbers, Ban Leong has demonstrated strong adaptability to market shifts. It successfully expanded into e-commerce during the pandemic, attracted new brand partnerships, and grew its commercial segment,' Toke said. 'These are not typically reflected in the share price but point to operational depth and untapped growth potential,' he added. Since its listing 20 years ago in 2005, shares of Ban Leong have climbed just 70.5 per cent to S$0.375, before the offer was made. Long-time shareholders, though, might still rue its delisting. The counter has generated a total return – with dividends reinvested – of 478.8 per cent over the same period. This works out to an annualised total return of 9.2 per cent.
Business Times
06-05-2025
- Business
- Business Times
Market Focus Daily: Tuesday, May 6, 2025
US Dollar recovers some losses, Asian stocks gain as traders eye tariff deals; Hong Kong sells record amount of currency to defend exchange peg; Gold hits one-week high on safe-haven demand, Fed decision loom; Why Epicsoft Asia is taking Ban Leong private. Synopsis: Market Focus Daily is a closing bell roundup by The Business Times that looks at the day's market movements and news from Singapore and the region. Written and hosted by: Emily Liu (emilyliu@ Produced and edited by: Chai Pei Chieh & Claressa Monteiro Produced by: BT Podcasts, The Business Times, SPH Media --- BT in your inbox Start and end each day with the latest news stories and analyses delivered straight to your inbox. Sign Up Sign Up Follow BT Market Focus and rate us on: Channel: Amazon: Apple Podcasts: Spotify: YouTube Music: Website: Feedback to: btpodcasts@ Do note: This podcast is meant to provide general information only. SPH Media accepts no liability for loss arising from any reliance on the podcast or use of third party's products and services. Please consult professional advisors for independent advice. Discover more BT podcast series: BT Money Hacks at: BT Correspondents: BT Podcasts: BT Branded Podcasts: BT Lens On:
Business Times
06-05-2025
- Business
- Business Times
Why a US-listed video game firm is paying a premium for a Singapore-based tech products distributor
[SINGAPORE] For over 30 years, one little-known wholesaler and distributor of technology products – including IT accessories, gaming components and smart technology – steadily built up its distribution network. Even after Ban Leong Technologies listed on the mainboard of the Singapore Exchange in June 2005, it remained largely under the radar to both consumers and investors. Now, it is making headlines as video game distributor Epicsoft Asia, an indirect wholly owned subsidiary of Nasdaq-listed GCL Global, is splashing out cash to take the company private. Headquartered in Singapore with regional offices in Malaysia and Thailand, Ban Leong is an authorised distributor for over 50 well-known brands, including Razer, Nvidia, Samsung, Huawei, TP-Link and LG. 'This acquisition is not a short-term play on stock performance, it's a strategic move to integrate Ban Leong's strong distribution and vendor network with GCL Global's digital capabilities and software portfolio,' GCL Global's chief executive Sebastian Toke told The Business Times. 'We see this as a platform for accelerating physical reach and product innovation in Asia's fast-evolving consumer tech landscape,' he added. BT in your inbox Start and end each day with the latest news stories and analyses delivered straight to your inbox. Sign Up Sign Up The acquisition could also signal a trend where global software companies want control over physical touchpoints, especially in Asia. 'Software companies are increasingly seeking ways to influence the entire customer experience from digital interaction to physical product deployment,' Toke said. 'This is particularly relevant in Asia, where rapid urbanisation, strong mobile adoption, and consumer demand for smart devices are reshaping how technology is distributed and consumed.' Epicsoft Asia last week made a cash offer of S$0.6029 per share to Ban Leong's shareholders. This represents a 60.8 per cent premium over Ban Leong's last transacted share price of S$0.375 on Apr 29, the day before the offer was announced. It is also at a premium of 75.5 per cent to Ban Leong's volume-weighted average price of S$0.3435 over the last 12 months. The offer price also represents a premium of 42.4 per cent over the group's net asset value per share of S$0.4233 as at Sep 30, 2024. Epicsoft Asia has received irrevocable undertakings from Ban Leong's managing director Ronald Teng and his wife Teo Su Ching to accept the offer. Together, the couple holds 28.13 per cent of the company. If Epicsoft Asia scoops up at least 90 per cent of Ban Leong shares at the close of the offer, it said it will exercise its rights to compulsorily acquire the remaining shares from shareholders who have not accepted the offer. Since the offer was made, shares of Ban Leong have jumped 57.3 per cent to close at S$0.59 on Monday (May 5). Toke believes there is 'untapped value' in Ban Leong's brand partnerships, regional infrastructure and sales network that justifies the premium paid. 'Ban Leong's assets hold strong strategic value that we believe has yet to be fully realised by the broader market,' he said. For the latest first half-year to September 2024, Ban Leong reported earnings of S$1.4 million, down 36.2 per cent from S$2.2 million the previous year. H1 revenue fell 4.8 per cent to S$97.5 million, from S$102.4 million previously. 'Beyond the numbers, Ban Leong has demonstrated strong adaptability to market shifts. It successfully expanded into e-commerce during the pandemic, attracted new brand partnerships, and grew its commercial segment,' Toke said. 'These are not typically reflected in the share price but point to operational depth and untapped growth potential,' he added. Since its listing 20 years ago in 2005, shares of Ban Leong have climbed just 70.5 per cent to S$0.375, before the offer was made. Long-time shareholders, though, might still rue its delisting. The counter has generated a total return – with dividends reinvested – of 478.8 per cent over the same period. This works out to an annualised total return of 9.2 per cent.