Mercurius Capital Investment Limited (Catalist:5RF) entered into a legally binding term sheet to acquire Ten Groceries Businesses Companies in Malaysia from a group of investors for SGD 13 million on April 8, 2021. Mercurius Capital Investment Limited will acquire 100% stake in Tan Lee Heng (M) Sdn. Bhd., Pasaraya Songmart (Kluang) Sdn. Bhd., Pasaraya Songmart (Kulaijaya) Sdn. Bhd., Pasaraya Songmart (Kota Tinggi) Sdn. Bhd., Pasaraya Songmart (Pulai Perdana 2) Sdn. Bhd., Pasaraya Songmart (Sri Stulang) Sdn. Bhd., Pasaraya Songmart (Bandar Tenggara) Sdn. Bhd., Pasaraya Songmart (Chellam) Sdn. Bhd., Songmart Cash & Carry Sdn. Bhd. and Granville Grocery Sdn. Bhd. Under the terms, Mercurius will issue 200 million new ordinary shares. The first tranche shall be paid to the vendors upon completion of the acquisition and subsequent tranches shall be paid based on the achievement of certain profit targets and milestones. The definitive agreement will be signed within 90 working days from date of term sheet and the term sheet shall automatically lapse and terminate if the agreement is not executed within 90 working days. The transaction is subject to providing financial statements of the target group for a period of at least 12 full calendar months immediately preceding the date of signing of the agreement and the financial performance and position of the target group being satisfactory; the completion of legal, financial and technical due diligence investigations being conducted by the Mercurius and vendors and the approval of shareholders of Mercurius. As on June 7, 2021, The Board wishes to update Shareholders that the Group's appointed legal counsels in Malaysia have commenced the drafting and preparation of the necessary legal documentation for the Proposed Acquisition as well as their legal due diligence investigation. Mercurius Capital Investment Limited management has also commenced their review of the financial statements and related financial information of the Businesses.
On April 13, 2022, The board of directors of Mercurius Capital Investment Limited extend the Long-Stop Date for the completion of the Proposed Acquisition from April 12, 2022 to July 31, 2022, to allow more time for the parties to fulfil the conditions precedent under the supplemental letter. There is no other material changes in terms and conditions of the supplemental letter. As of October 17, 2022, The board of directors of Mercurius Capital Investment Limited announced that parties to the SSA entered into a third supplemental agreement to the SSA to amend and vary the SSA and which provides as follows the, parties acknowledge that as the Long-Stop Date of 31 August 2022, the following conditions precedent under the SSA have not been fulfilled. approval from the Malaysian Labour Department to SMSB in relation to the transfer of foreign workers to SMSB; and the endorsement reflecting SMSB as the new employer of the foreign workers on the existing work permits of the respective foreign workers, SMSB obtaining a certificate of accommodation in respect of the certain accommodation units provided to its foreign workers, and Granville Grocery Sdn Bhd registering its employees in the Human Resources Development Fund with Human Resource Development Corporation. Completion will take place by no later than 31 October 2022. As of November 2, 2022, parties entered into a supplemental agreement to the SSA to amend and vary the SSA such that, the receipt by the Mercurius Capital of the SGX-ST's listing and quotation notice in respect of the Consideration Shares would no longer be a condition precedent to completion of the acquisition, and the payment of the Tranche 1 Consideration Shares to the Vendors will be made within 1 week from the receipt by the Mercurius Capital of the SGX-ST's listing and quotation notice in respect of the Consideration Shares. As of November 16, 2022, tranche 1 consideration shares were issue consisting of 20,000,000 shares to Tan Lee Heng (M) Sdn Bhd and 23,333,333 shares each to Fourseas Capital Sdn Bhd and Fourseas Holdings Sdn Bhd.

Mercurius Capital Investment Limited (Catalist:5RF) completed the acquisition of Ten Groceries Businesses Companies in Malaysia from a group of investors on October 28, 2022.