As at Dec 30, Xer has a total issued and paid-up share capital of $1.42 million comprising 83,333 ordinary shares.
As a condition to completing the acquisition, Rex Technology has to enter into a revised shareholders’ agreement with Xer’s other shareholders. Under the new shareholders’ agreement, Rex Technology has committed to injecting a capital amount of up to US$3 million, subject to the achievement of certain technical and sales milestones by Xer.
The consideration and subsequent capital commitment will be fully satisfied in cash.
Interested person transaction
Dr Karl Lidgren and Hans Lidgren are controlling shareholders in Rex International with a 34.71% deemed interest held through Limea. Hans and Cresta Group have a 50% stake in Limea. Cresta is also wholly-owned by Karl.
Prior to the completion of the acquisition, Cresta and Limea each hold a 42% and 15% stake in Xer. Upon the completion of the acquisition, Cresta and Limea will hold a 33% and 12% stake in Xer. Karl is also a non-independent and executive director of Rex International, making the transaction an interested person transaction (IPT) according to SGX’s listing rules.
Xer is a Singapore-registered commercial drone company. It was incorporated in Singapore in June 2021 after acquired 100% of the shareholding interest in UAV Development Sweden AB for 50,000 Swedish kroner ($7,900). UAV Development Sweden AB is a spin-off from a Swedish security company, Nicax Holding AB, that has been offering commercial drone flying search and rescue and surveillance services to customers since 2011. Nicas Holding is 6.7% held by a holding company that is 100% owned by Martin Lidgren, son of Karl Lidgren.
Shares in Rex International closed flat at 21.5 cents on Dec 30.