Sindh High Court green lights Singer, Waves merger

In a bourse filing on the exchange, Singer Pakistan (SING) today informed that the Sindh High Court on 22^nd May, 2018 sanctioned the scheme of agreement between Singer Pakistan, Cool Industries Limited, Link Wel Limited and Electronics Marketing Company.

The company in the notice informed that the “Honorable Sindh High Court, at Karachi, through Order dates 22^nd May 2018, passed in J.C.M No. 35/2017, amongst others made an order under Section 279(2) of the Companies Act, 2017, sanctioning the Scheme of Arrangement, so as to make the Scheme of Arrangement binding on Singer Pakistan Limited, Cool Industries (Private) Limited, Link Wel (Private) Limited and Electronics Marketing Company (Private) Limited, the creditors and the shareholders of the companies, along-with all other persons.”

Board of Directors Singer Pakistan on 27^th November, 2017 had approved a draft Scheme of Arrangement between Singer Pakistan (SING), Cool Industries Limited (CIL), Link Wel Limited (LWL) and Electronics Marketing Company (EMC). In the terms of the scheme, “93,975,000 shares of CIL were to be issued to the shareholders of CIL based on a swap ratio of approx. 1.79 shares of the company for every 1 share of CIL, LWL to be merged with and into Singer Pakistan against which 2,475,000 shares were to be issued to the shareholders of LWL with a swap ratio of approx. 0.33 shares of the company for every 1 share, the retail business of the company to be demerged and merged into Electronics Marketing Company “which shall issue 24,800,000 shares in favor of the company and to change the name of the company to Waves Singer Pakistan Limited.

In an unfortunate turn of events, Singer Pakistan (SING) informed the stakeholders that, “a fire broke out on Friday, 11^th May 2018 at the production facility of Cool Industries (Private) Limited (CIPL/Waves) located in Lahore.”

The company in the 11^th May notice informed the exchange that there was no loss of life and most of the appliance production remained safe. Furthermore, the raw materials and finished were also safe since they were stored in an off-site area.

The fire caused damage to the refrigeration production unit at the factory, whereas, the “production facilities of air-conditioners, microwave ovens and washing machines remained un-affected and are continuing un-interrupted supply.”

The company said that. “production of refrigerators is expected to resume in a few weeks’ time while that of the deep freezers in which the company is market leader is expected to resume even earlier.”