[SINGAPORE] Q&M Dental Group is proposing a secondary listing on the main market of Bursa Malaysia.
The move would broaden its investor reach and base, as well as potentially increase the liquidity of its shares through separate trading platforms, the Singapore-listed company said in a bourse filing on Thursday (Apr 17) night.
It added that the secondary listing would let the group access more platforms for fundraising, with flexibility to tap different equity markets based on considerations of investors’ demands and fundraising costs on each stock exchange.
Q&M said it has appointed the relevant professional advisers, including the principal financial adviser in Malaysia and the Singapore legal counsel, with preparatory work underway. The advisers will assist with the application as well as provide guidance on corporate listing responsibilities.
As at Apr 17, the group has not made any applications regarding the proposed secondary listing to the Securities Commission Malaysia.
The move necessitates “extensive preparatory work” that “may involve an uncertain length of time” and is subject to approvals, Q&M added.
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Profit guarantee owed
In a separate bourse filing on Thursday night, the group said it has issued a letter of demand to Dr Shao Yongxin, executive director and group chief executive officer of Aoxin Q&M (Aoxin), for about 72.3 million yuan (S$13 million).
Q&M directly holds 32.8 per cent of Aoxin’s shares as at Apr 17.
Citing a circular from October 2016, the group said Dr Shao “had provided certain profit guarantees” in relation to an acquisition made by its subsidiary. Shanghai Q&M Investment Management & Consulting had acquired Shenyang Xinao Hospital Management from Dr Shao.
The profit guarantee is secured by an escrow arrangement, with Health Field Enterprises holding all the ordinary shares in Aoxin’s capital.
It stipulates that Dr Shao must deposit “certain sums of money” into the escrow account, which is kept up by Q&M, and “maintain the same for the duration of the profit guarantee”.
Should there be a shortfall in the amount guaranteed for any year, Q&M has the right to withdraw the deficit amount from the escrow account, the group said. Dr Shao is also required to make deposits to maintain the amount in the account, it added.
Furthermore, Health Field Enterprises has security interest over its Aoxin shares for the duration of the profit guarantee. This share security agreement is for the performance of Dr Shao’s obligations.
If the profit guarantee shortfall for any year exceeds the available balance in the escrow account, Q&M has the right to the Aoxin shares held by Health Field Enterprises.
The group said Dr Shao owes it 72,274,588 yuan as at Dec 31, 2024, arising from shortfalls in the profit guarantee.
“Despite numerous reminders and follow-ups with Dr Shao, the shortfall amount remains outstanding,” Q&M said.
The company is also in the process of obtaining legal advice. It will “consider all available options” to recover the owed funds, including the enforcement of the share security agreement.
The group does not expect the issuance of the letter of demand to have any material impact on its financial position.
Shares of Q&M Dental closed up 3.7 per cent or S$0.01 at S$0.28 on Thursday, before the announcements. Meanwhile, Aoxin Q&M shares were down 50 per cent or S$0.03 at S$0.03.
