MANDATORY UNCONDITIONAL CASH OFFER
by CIMB BANK BERHAD (13491-P)
Singapore Branch
(Incorporated in Malaysia)
for and on behalf of
HARMONY (S) HOLDINGS PTE. LTD.
(Company Registration No.: 201421410C)
(Incorporated in the Republic of Singapore)
to acquire all the issued and paid-up ordinary shares in the capital of
FISCHER TECH LTD
(Company Registration No.: 199404532R)
(Incorporated in the Republic of Singapore)
other than those shares owned, controlled or agreed to be acquired
by the Offeror as at the date of the Offer
DESPATCH OF OFFER DOCUMENT
1. INTRODUCTION
CIMB Bank Berhad, Singapore Branch ("CIMB") refers to the announcement dated 20 August 2014 (the "Offer Announcement") by CIMB, for and on behalf of Harmony (S) Holdings Pte. Ltd. (the "Offeror"), in relation to the mandatory unconditional cash offer (the "Offer") for all the issued and paid-up ordinary shares (the "Shares") in the capital of Fischer Tech Ltd (the "Company"), other than those Shares owned, controlled or agreed to be acquired by the Offeror as at the date of the Offer (the "Offer Shares").
Unless otherwise defined, capitalised terms used in this Announcement shall have the same meanings as defined in the Offer Announcement and the Offer Document (as defined herein).
2. DESPATCH OF OFFER DOCUMENT
CIMB wishes to announce, for and on behalf of the Offeror, that the offer document dated 10 September 2014 (the "Offer Document") which contains, inter alia, details of the Offer, together with the accompanying Form of Acceptance and Authorisation for Offer Shares ("FAA") have been despatched today to the shareholders of the Company ("Shareholders").
An electronic copy of the Offer Document is available on the website of the Singapore Exchange Securities Trading Limited at
www.sgx.com.
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3. REQUEST FOR OFFER DOCUMENT, FAA AND FAT
Request by Depositors
Shareholders who have Shares standing to the credit of their securities accounts with The Central Depository (Pte) Limited ("CDP") ("Depositors") who do not receive the Offer Document and FAA within a week from the date hereof should contact CDP immediately, without delay, at the address and telephone number set out below:
The Central Depository (Pte) Limited
9 North Buona Vista Drive
#01-19/20
The Metropolis
Singapore 138588
Tel: +65 6535 7511
Copies of the Offer Document and FAA may be obtained by Depositors from CDP during normal business hours and up to the Closing Date (as defined at paragraph 4 below), upon production of satisfactory evidence that their securities accounts with CDP are or will be credited with Offer Shares.
Request by Scrip Shareholders
Shareholders whose names appear in the register of members of the Company ("Scrip Shareholders"), if any, should contact Boardroom Corporate & Advisory Services Pte. Ltd. immediately, without delay, at the address and telephone number set out below:
Boardroom Corporate & Advisory Services Pte. Ltd.
50 Raffles Place
#32-01 Singapore Land Tower
Singapore 048623
Tel: +65 6536 5355
Copies of the Offer Document and the Form of Acceptance and Transfer for Offer Shares ("FAT") may be obtained by Scrip Shareholders, if any, from Boardroom Corporate & Advisory Services Pte. Ltd. during normal business hours and up to the Closing Date (as defined at paragraph 4 below), upon production of satisfactory evidence of title to the Offer Shares.
4. CLOSING DATE
The Offer will remain open for acceptance until 5.30 p.m. on 8 October 2014 (subject to Rule 22.6 of the Singapore Code on Take-overs and Mergers as described in paragraph 2.6 of the Offer Document), or such later date(s) as may be announced from time to time by or on behalf of the Offeror (the "Closing Date").
Full details of the procedures for acceptance of the Offer are set out in Appendix V to the Offer Document, and in the accompanying FAA and/or FAT (as applicable).
"Accordingly, as at 5.00 p.m. on 25 September 2014, the total number of
(a) Shares owned,controlled or agreed to be acquired by the Offeror and parties acting in concert with it, and
(b) valid acceptances to the Offer, amount to an aggregate of 144,058,256 Shares, representing approximately 52.73% of the total number of issued Shares."
52.73%.....still a long way