HQC Seeks to Raise $1 Billion to Acquire a 15-Hectare Residential Area in Long An

On the eve of its 2024 Annual General Meeting on June 1st, the Board of Directors of HQC Joint Stock Commercial Consulting and Real Estate Services (HOSE: HQC) approved amendments to the AGM documents to raise capital for the acquisition of a nearly 15-hectare residential area in Long An.

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Accordingly, HQC will cancel the proposal to issue private placement shares for debt swap. Instead, the Company supplements the proposal on the plan to offer private placement shares to increase its charter capital.

The content of the new proposal reflects HQC‘s intention to offer 100 million shares at a price of 10,000 VND per share to professional securities investors (the number of investors is unlimited). The shares in this issuance will be restricted from transfer for one year from the end of the offering period. The timing of the offering is delegated to the Board of Directors to choose.

With the expected proceeds of 1 trillion VND from the offering, HQC will use up to 550 billion VND to acquire shares of An Phu Sinh Construction Investment Joint Stock Company – the investor of An Phu Sinh Residential Area project, and the remaining amount will be disbursed to implement the project in the form of equity contribution or lending to An Phu Sinh Company.

An Phu Sinh Residential Area project (commercial name Lumina Grand Square) has a scale of 14.7ha, located in Phuc Ly commune, Can Giuoc district, Long An province. The total expected investment is over 1,400 billion VND. The product structure includes commercial townhouses, houses, and villas; a total of 590 land plots, with an area of 80-232 m2/lot.

An Phu Sinh Residential Area Project – Lumina Grand Square

In terms of legal procedures, the project was approved by the People’s Committee of Long An province for investment in June 2019 and adjusted in January 2022. In April 2022, the project was granted a construction permit and is currently in the process of adjusting the total investment capital.

Regarding the investor, An Phu Sinh Company was established in February 2019. The Chairman of the Board of Directors, General Director, and legal representative is Mr. Le Van Truong.

Mr. Le Van Truong (in green vest, top row) – Chairman of the Board of Directors, General Director, and Legal Representative of An Phu Sinh Company

HQC stated that the Company currently does not own any shares in An Phu Sinh Company and has no leaders related to this Company. It is expected that after the purchase of shares, HQC will own 51% of An Phu Sinh’s capital.

Regarding the previous plan to issue private placement shares for debt swap, HQC proposed to shareholders the plan to issue a maximum of 30 million shares (accounting for 5.2% of the total outstanding shares) to creditors to swap HQC‘s debts, aiming to restructure the debts and improve the Company’s financial situation. The implementation time is expected to be in 2024-2025.

The criteria for selecting creditors for the swap is to have HQC‘s debts presented in the consolidated financial statements for 2023 that have been audited.

With an issue price of 10,000 VND per share (corresponding to 10,000 VND of debt will be swapped for 1 new share), HQC is expected to raise a maximum of 300 billion VND from this issuance. After the debt swap, the debts will be eliminated, and the creditors will become shareholders of the Company, and HQC will no longer have obligations for the swapped debts.

At the same time, the value of the debts swapped for shares will be accounted for to increase owners’ equity. If successful, HQC will increase its charter capital from 5,766 billion VND to 6,066 billion VND.

Ha Le