Asset Acquisitions And Disposals :: Mandatory Conditional Cash Offer - Despatch And Notification

MANDATORY CONDITIONAL CASH OFFER

by

Hong Leong Finance Limited

(Company Registration No.: 196100003D)

(Incorporated in the Republic of Singapore)

for and on behalf of

UMS Holdings Limited

(Company Registration No.: 200100340R)

(Incorporated in the Republic of Singapore)

to acquire all the issued and paid-up ordinary shares in the capital of

JEP Holdings Ltd.

(Company Registration No.: 199401749E)

(Incorporated in the Republic of Singapore)

other than those already owned, controlled or agreed to be acquired by UMS Holdings Limited and

parties acting in concert with it

DESPATCH OF CLARIFICATION ANNOUNCEMENT AND FINAL CLOSING DATE NOTIFICATION

MANDATORY CONDITIONAL CASH OFFER BY HONG LEONG FINANCE, FOR AND ON BEHALF OF THE OFFEROR, FOR THE OFFER SHARES AND UNCONDITIONAL CASH OFFER BY HONG LEONG FINANCE, FOR AND ON BEHALF OF THE OFFEROR, FOR THE WARRANTS

1. INTRODUCTION

Hong Leong Finance Limited ("Hong Leong Finance") refers to:

1. the offer announcement dated 13 May 2019 (the "Offer Announcement") in connection with the mandatory conditional cash offer by Hong Leong Finance for and on behalf of UMS Holdings Limited (the "Offeror") for all the issued and paid-up ordinary shares (the "Shares") in the capital of JEP Holdings Ltd. (the "Company") and the unconditional cash offer by Hong Leong Finance for and on behalf of the
   Offeror for all the outstanding warrants (the "Warrants") of the Company, other than those already owned, controlled or agreed to be acquired by the Offeror and its Concert Group;
2. the offer document dated 27 May 2019 (the "Offer Document") issued by Hong Leong Finance, for and on behalf of the Offeror, in connection with the Offer and the Warrants Offer;

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1. the announcement dated 27 May 2019 in relation to the despatch of the Offer Document; and
2. the announcement dated 29 May 2019 in relation to the notification of printing errors in the Warrants FAA and clarifications to the Offer Document, to be read in conjunction with the Offer Document (the "Clarification Announcement"); and
3. the announcement dated 30 May 2019 in relation to the final closing date (the "Final Closing Date") and the shut-off notice (the "Shut-OffNotice").

All capitalised terms used and not defined herein shall have the same meanings given to them in the Offer Document, unless otherwise expressly stated or the context otherwise requires.

1. DESPATCH OF CLARIFICATION ANNOUNCEMENT AND FINAL CLOSING DATE NOTIFICATION

1. Hong Leong Finance wishes to announce, for and on behalf of the Offeror, that the Clarification Announcement and the written notification dated 3 June 2019 (the "Final Closing Date Notification") which contains, inter alia, details of the Final Closing Date and the Shut- Off Notice, have been despatched today to the Shareholders and Warrantholders of the Offeree ("Securityholders").
2. Electronic copies of the Clarification Announcement and the Final Closing Date Notification are available on the website of the SGX-ST at www.sgx.com.
3. RESPONSIBILITY STATEMENT
   The Directors of the Offeror (including those who may have delegated detailed supervision of this announcement) have taken all reasonable care to ensure that the facts stated and all opinions expressed in this announcement are fair and accurate and that no material facts have been omitted from this announcement, and they jointly and severally accept responsibility accordingly.
   Where any information has been extracted from published or otherwise publicly available sources (including, without limitation, information relating to the Offeree) or obtained from the Offeree, the sole responsibility of the Directors of the Offeror has been to ensure through reasonable enquiries that such information is accurately and correctly extracted from such sources, or, as the case may be, accurately reflected or reproduced in this announcement.

Issued by

Hong Leong Finance Limited

For and on behalf of

UMS Holdings Limited

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3 June 2019

Any enquiries relating to this announcement or the Offer should be directed during office hours to Hong Leong Finance Limited at (65) 6415 9886.

Forward-Looking Statements

All statements other than statements of historical facts included in this announcement are or may be forward-looking statements. Forward-looking statements include but are not limited to those using words such as "seek", "expect", "anticipate", "estimate", "believe", "intend", "project", "plan", "strategy", "forecast" and similar expressions or future or conditional verbs such as "will", "would", "shall", "should", "could", "may" and "might". These statements reflect the Offeror's current expectations, beliefs, hopes, intentions or strategies regarding the future and assumptions in light of currently available information.

Such forward-looking statements are not guarantees of future performance or events and involve known and unknown risks and uncertainties. Accordingly, actual results or outcomes may differ materially from those described in such forward-looking statements. Securityholders and investors of the Offeree should not place undue reliance on such forward-looking statements, and none of the Offeror and Hong Leong Finance guarantees any future performance or event or undertakes any obligation to update publicly or revise any forward-looking statements, subject to compliance with all applicable laws and regulations and/or rules of the SGX-ST and/or any other regulatory or supervisory body or agency.

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