15 January 2025 – Singapore: GCCP Resources Limited, a company incorporated in the Cayman Islands and listed on the Singapore Exchange’s Catalist Board, has unveiled plans for a private placement of 176,402,976 new ordinary shares at an issue price of S\$0.005 per share. This move aims to raise gross proceeds of approximately S\$882,014, equivalent to 13% of the company’s current issued share capital and 11.5% of its enlarged share capital post-placement.

Key Highlights of the Announcement:

• Share Placement Details: The new shares will be issued to private investor Cheong Wei Kuan, an individual invited by GCCP’s Founder, Mr. Alex Loo. No commission or promotional fees will be incurred in the process as the placement is not underwritten.
• Use of Proceeds: The funds raised will be split equally between capital expenditures for overseas expansion in the Middle East and Australia (50%) and general working capital purposes (50%).
• Financial Impact: The private placement will increase GCCP’s issued and paid-up capital from S\$49.91 million to S\$50.80 million, with the number of shares rising from 1.36 billion to 1.53 billion.
• Pro Forma Financial Effects: The net asset value (NAV) per share will decrease from 4.69 RM cents to 4.34 RM cents, while the earnings per share (EPS) will drop from 0.34 RM cents to 0.30 RM cents, based on financial figures from FY2023.

Important Shareholder Considerations:

Shareholders should note the following potentially price-sensitive factors:

• The private placement is expected to enhance the company’s financial flexibility, enabling it to pursue growth opportunities and address its ongoing net losses (S\$2.07 million) and operational cash outflows (S\$2.12 million) recorded as of 30 September 2024.
• The issuance of shares will dilute the existing shareholding structure, with the new shares comprising 11.5% of the company’s enlarged share capital post-placement.
• The placement price of S\$0.005 per share is neither discounted nor carries a premium compared to the volume-weighted average price on 10 January 2025.
• As the investor, Cheong Wei Kuan, will not hold more than 15% of the company’s issued share capital post-placement, no change in control is expected, nor will there be any mandatory general offer obligations under Singapore’s takeover rules.

Rationale and Strategic Goals:

The company stated that the funds raised will be used to strengthen its financial position and capitalize on growth opportunities. Specifically, GCCP plans to allocate the funds towards expanding its business operations internationally and maintaining operational liquidity for its day-to-day requirements.

Pending utilization, the funds will be held in banks, short-term investments, or marketable securities. The company committed to providing regular updates on the use of proceeds and ensuring transparency through periodic status reports in its interim and full-year financial statements.

Important Regulatory and Corporate Governance Updates:

• The placement shares will be issued under the general share issue mandate approved during the company’s April 2024 AGM, allowing up to 50% of the issued share capital to be issued on a non-pro-rata basis.
• The company will need to obtain approval from the Singapore Exchange Securities Trading Limited (SGX-ST) for the listing and quotation of the new shares on the Catalist Board.
• GCCP’s directors affirmed that the company’s current working capital is sufficient to meet its requirements, even without the placement.

Conclusion and Cautionary Note:

While the proposed private placement offers a pathway to bolster GCCP’s financial position and fund its expansion plans, shareholders and potential investors should remain cautious. The placement is subject to regulatory approvals and fulfillment of several conditions precedent. The company has emphasized that there is no assurance of completion or that terms will remain unchanged.

Investors are advised to monitor further announcements and consult their professional advisors if they have any doubts regarding their investment decisions.