Compass Private Investments 2017 Master LP, University of Pittsburgh – Of the Commonwealth System of Higher Education and Novo Tellus PE Fund 2, L.P. managed by Novo Tellus Capital Partners made an offer to acquire an additional 27.9% stake in Procurri Corporation Limited (SGX:BVQ) from a group of shareholders for approximately SGD 30 million on March 15, 2021. Under the offer, 82.13 million shares will be acquired at a price of SGD 0.365 per Share. Settlement of consideration for offer shares will be done within seven business days after the closing date. As per an announcement on April 21, 2021, the Offeror will not further revise the Offer Price of SGD 0.365 per Offer Share, save in the event where a competitive situation arises. If the offer is successful, Compass Private Investments 2017 Master LP, University of Pittsburgh – Of the Commonwealth System of Higher Education and Novo Tellus Capital Partners will hold in aggregate 51% of Procurri. Procurri Corporation Limited will remain listed on the SGX-ST after the close of the Offer. Securities Industry Council of Singapore has granted its consent to the Offerors for making the offer. The transaction is subject to independent shareholder approval of more than 50% of Independent Shareholders of Procurri Corporation Limited and more than 27.91% of the Shares tendered being accepted. Five senior management of Procurri have agreed to tender 50% of their Shares in acceptance, and vote all their Shares in favor, of the offer. The views of the directors of Procurri Corporation who are considered independent for the purposes of the offer and the independent financial adviser to the independent directors on the offer will be made available to shareholders in due course and in any event, they are required under the Code to dispatch their views within 14 days of the posting of the offer document. As on April 14, 2021, the Board of Procurri announced that it has received a letter from DeClout Pte. dated April 13, 2021 indicating that DeClout intends to vote against the deal. As of April 21, 2021, the board received a letter from ICH Gemini Asia Growth Fund, a shareholder holding 3.94% stake in Procurri Corporation Limited indicating that ICH Gemini intends to vote against the offer. The Board of Procurri Corporation Limited has received a letter from Koh Swee Yong dated April 22, 2021 indicating that KSY intends to vote against the Partial Offer. On April 23, 2021, the Board received a letter signed by Tan Wei Meng, Phang Chee Can and Tan Joon Ngee collectively, cumulatively representing approximately 2.88% stake in Procurri Corporation Limited, indicating that they intend to vote against the offer. As of April 19, 2021, based on the advise from Novus Corporate Finance Pte Ltd, independent directors of Procurri Corporation Limited recommends to the shareholders of Procurri Corporation Limited to accept the offer stating that the financial terms of the are fair and reasonable. Independent Directors for the purposes of making recommendations to the Shareholders in respect of offer consists of Thomas Sean Murphy, Edward John Flachbarth, Ng Loh Ken Peter, Wong Quee Quee, Jeffrey, and Lim Puay Koon. The offer closing date is May 3, 2021. the Offeror is not obliged to extend the Partial Offer if its conditions are not fulfilled by the Closing Date. Oversea-Chinese Banking Corporation Limited acted as financial advisor, The Central Depository (Pte) Limited acted as depository and Tricor Barbinder Share Registration Services acted as registrar to Compass Private Investments 2017 Master LP, University of Pittsburgh – Of the Commonwealth System of Higher Education and Novo Tellus Capital Partners. Novus Corporate Finance Pte Ltd has been appointed as financial advisor to independent directors of Procurri Corporation Limited. Yeow Hui Cheng of Ernst & Young LLP (Singapore) acted as acted as accountant to Procurri Corporation Limited. Compass Private Investments 2017 Master LP, University of Pittsburgh – Of the Commonwealth System of Higher Education and Novo Tellus PE Fund 2, L.P. managed by Novo Tellus Capital Partners completed the acquisition of an additional 8.55% stake in Procurri Corporation Limited (SGX:BVQ) from a group of shareholders for SGD 9.2 million on May 3, 2021. The Offeror has received, pursuant to the Partial Offer, valid acceptances in respect of 25.144174 million shares, representing approximately 8.55% of the total number of shares. Koh, DeClout and ICH Gemini signalling their intent, a total of 33.9% of Procurri voting share capital are against the offer.