A SUBSIDIARY of precision-engineering firm GSS Energy is planning to buy over a Thai electric motorcycles maker for slightly close to S$7.53 million, the Catalist-listed company said on Friday (Nov 19).

 

GSS Energy' s wholly-owned subsidiary Giken Mobility has entered into a conditional sale and purchase agreement to own 100 per cent of Edison Motors, according to an exchange filing.

 

This means Edison Motors will become an indirect wholly-owned subsidiary of GSS Energy when the transaction is completed.

 

GSS Energy said it has also entered into an agreement with Noside, with Noside subscribing for 40.5 million new warrants exercisable into 40.5 million new ordinary shares in the capital of GSS Energy at an exercise price of S$0.07054 for each warrant.

 

The acquisition will be paid in a combination of shares and cash to the tune of S$4 million, GSS Energy said.

 

The remaining S$3.53 million will be satisfied by the issue and allotment of 50 million new shares in the capital of the company at an issue price of S$0.07054 per share to Noside Holding.

 

Noside, which was incorporated in mid-July, is an investment holding company whose 4 directors include the 2 directors of Edison Motors and the guarantor for this deal, who was also a shareholder of Edison Motors.

 

The issue price of represents a 9.8 per cent discount to the volume weighted average price of S$0.0782 for shares traded on the Catalist board on Nov 17, the last trading day prior to the signing of the conditional sale and purchase agreement, GSS Energy noted.

 

The company said it intends to fund the cash portion using its internal resources, of which S$3.5 million will be funded from the net proceeds of over S$4.83 million received from its previous placement.

 

In August, the company had said 80 per cent of the net proceeds from its previous placement would be used to finance its expansion into the e-mobility business and to design and develop electric 2-wheelers and other related technology.

 

Edison Motors, incorporated in Thailand in Oct 2017, has been providing design, technical and engineering services to Giken Mobility since June 2019 to design and develop electric motor vehicles using its proprietary patented technologies, including the body, battery pack and motor technology, GSS Energy said.

 

After the acquisition, the group will possess the patents, design, research and development capabilities and technical support to manufacture electric scooters with initial distribution in Thailand as well as potential markets in the Asia-Pacific region, the company said.