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MISCELLANEOUS
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Print this page Miscellaneous * Asterisks denote mandatory information Name of Announcer * Company Registration No. Announcement submitted on behalf of Announcement respect to * is submitted with HONG LEONG ASIA LTD. 196300306G HONG LEONG ASIA LTD.
HONG LEONG ASIA LTD.
Announcement is submitted by * Designation * Date & Time of Broadcast Announcement No.
NG SIEW PING, JASLIN COMPANY SECRETARY 04-May-2011 18:38:09 00141
>> Announcement Details The details of the announcement start here ... Announcement Title * Description Proposed Disposal of Associated Company Please refer to the attachment.
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Announcement_Proposed_Disposal_Associated_Company.pdf
Total size = 9K (2048K size limit recommended)
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4/5/2011
HONG LEONG ASIA LTD.
(Company Registration No. 196300306G) (Incorporated in the Republic of Singapore)
ANNOUNCEMENT
Proposed Disposal of Associated Company
The Board of Directors of Hong Leong Asia Ltd. (“HLA” or the “Company”) announces that the Company has today entered into a Share Sale and Purchase Agreement (the “Agreement”) with Lion Industries Corporation Berhad (“LICB”) for the transfer of the Company’s holding of 11,517,999 ordinary shares, representing approximately 50% of the total number of issued ordinary shares in the capital of Angkasa Hong Leong Pte Ltd (“Shares”), to LICB. Pursuant to the Agreement the transfer will be completed in two tranches as mentioned below: • • first tranche – the Company will transfer 5,758,999 Shares (the “Sale Shares”), representing approximately 25% of the total number of Shares, to LICB, for a consideration of S$7.65 million; second tranche – the Company will transfer, upon the exercise of a call option or put option, the remaining 5,759,000 Shares (the “Option Shares”), representing approximately 25% of the total number of Shares, to LICB. The consideration for the transfer of the second tranche of shares will be S$7.65 million plus 5% simple interest per annum on the said sum computed from the date of the Agreement up to the date of the completion of the transfer of the Option Shares (the “Option Price”).
The terms for the exercise of the call option and the put option are as follows:1. LICB shall be entitled to exercise the call option at any time between the date of the Agreement up to 29 December 2011 by serving a call option notice on the Company to require the Company to sell to LICB the Option Shares at the Option Price (“Call Option Notice”); and the Company shall be entitled to exercise the put option by serving a put option notice on LICB on 30 December 2011 or any other business day as agreed between the Company and LICB to require LICB to purchase from the Company the Option Shares at the Option Price (“Put Option Notice”).
2.
Completion of the Sale Shares shall take place on 13 May 2011 or any other business day agreed between the Company and LICB whilst completion of the Option Shares shall take place within seven days from the Put Option Notice or the Call Option Notice (as the case may be). The aggregate consideration for the transfer of the Sale Shares and the Option Shares, were arrived at on a willing-buyer willing-seller basis and represents a discount of approximately 24% off the net book value of the Sale Shares and the Option Shares (after taking into account the Company’s share of accumulated profits and after deducting any dividends paid or to be declared/paid to the Company pursuant to the Agreement) as at 31 March 2011. Upon completion of the transfer of the Sale Shares and the Option Shares in accordance with the terms of the Agreement, Angkasa Hong Leong Pte Ltd shall cease to be an associated company of the Company. The above transaction is not expected to have any material impact on the net tangible assets and earnings per share of the Company for the current financial year. By Order of the Board HONG LEONG ASIA LTD. Ng Siew Ping, Jaslin Company Secretary 4 May 2011 Singapore
MISCELLANEOUS
Page 1 of 1
Print this page Miscellaneous * Asterisks denote mandatory information Name of Announcer * Company Registration No. Announcement submitted on behalf of Announcement respect to * is submitted with HONG LEONG ASIA LTD. 196300306G HONG LEONG ASIA LTD.
HONG LEONG ASIA LTD.
Announcement is submitted by * Designation * Date & Time of Broadcast Announcement No.
NG SIEW PING, JASLIN COMPANY SECRETARY 04-May-2011 18:38:09 00141
>> Announcement Details The details of the announcement start here ... Announcement Title * Description Proposed Disposal of Associated Company Please refer to the attachment.
Attachments
Announcement_Proposed_Disposal_Associated_Company.pdf
Total size = 9K (2048K size limit recommended)
Close Window
https://www1.sgxnet.sgx.com/sgxnet/LCAnncSubmission.nsf/vwprint/B7E225048BA5...
4/5/2011
HONG LEONG ASIA LTD.
(Company Registration No. 196300306G) (Incorporated in the Republic of Singapore)
ANNOUNCEMENT
Proposed Disposal of Associated Company
The Board of Directors of Hong Leong Asia Ltd. (“HLA” or the “Company”) announces that the Company has today entered into a Share Sale and Purchase Agreement (the “Agreement”) with Lion Industries Corporation Berhad (“LICB”) for the transfer of the Company’s holding of 11,517,999 ordinary shares, representing approximately 50% of the total number of issued ordinary shares in the capital of Angkasa Hong Leong Pte Ltd (“Shares”), to LICB. Pursuant to the Agreement the transfer will be completed in two tranches as mentioned below: • • first tranche – the Company will transfer 5,758,999 Shares (the “Sale Shares”), representing approximately 25% of the total number of Shares, to LICB, for a consideration of S$7.65 million; second tranche – the Company will transfer, upon the exercise of a call option or put option, the remaining 5,759,000 Shares (the “Option Shares”), representing approximately 25% of the total number of Shares, to LICB. The consideration for the transfer of the second tranche of shares will be S$7.65 million plus 5% simple interest per annum on the said sum computed from the date of the Agreement up to the date of the completion of the transfer of the Option Shares (the “Option Price”).
The terms for the exercise of the call option and the put option are as follows:1. LICB shall be entitled to exercise the call option at any time between the date of the Agreement up to 29 December 2011 by serving a call option notice on the Company to require the Company to sell to LICB the Option Shares at the Option Price (“Call Option Notice”); and the Company shall be entitled to exercise the put option by serving a put option notice on LICB on 30 December 2011 or any other business day as agreed between the Company and LICB to require LICB to purchase from the Company the Option Shares at the Option Price (“Put Option Notice”).
2.
Completion of the Sale Shares shall take place on 13 May 2011 or any other business day agreed between the Company and LICB whilst completion of the Option Shares shall take place within seven days from the Put Option Notice or the Call Option Notice (as the case may be). The aggregate consideration for the transfer of the Sale Shares and the Option Shares, were arrived at on a willing-buyer willing-seller basis and represents a discount of approximately 24% off the net book value of the Sale Shares and the Option Shares (after taking into account the Company’s share of accumulated profits and after deducting any dividends paid or to be declared/paid to the Company pursuant to the Agreement) as at 31 March 2011. Upon completion of the transfer of the Sale Shares and the Option Shares in accordance with the terms of the Agreement, Angkasa Hong Leong Pte Ltd shall cease to be an associated company of the Company. The above transaction is not expected to have any material impact on the net tangible assets and earnings per share of the Company for the current financial year. By Order of the Board HONG LEONG ASIA LTD. Ng Siew Ping, Jaslin Company Secretary 4 May 2011 Singapore
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