Sin Ghee Huat : TENDER/ACQUISITION/TAKEOVER/PURCHASE OFFER

SIN GHEE HUAT CORPORATION LTD.

(Company Registration No.: 197700475Z)

(Incorporated in the Republic of Singapore)

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VOLUNTARY CONDITIONAL CASH OFFER BY DBS BANK LTD., FOR AND ON BEHALF OF

1. CO PTE. LTD., TO ACQUIRE ALL THE ISSUED ORDINARY SHARES IN THE CAPITAL OF SIN GHEE HUAT CORPORATION LTD.

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1. INTRODUCTION
   The board of directors (the "Board") of Sin Ghee Huat Corporation Ltd. (the "Company") wishes to inform shareholders of the Company (the "Shareholders") that DBS Bank Ltd., for and on behalf of HHH Co Pte. Ltd. (the "Offeror"), has on 29 April 2021 released an announcement (the "Offer Announcement") that the Offeror intends to make a voluntary conditional cash offer (the "Offer") for all the issued and paid-up ordinary shares (the "Shares") in the capital of the Company in accordance with Rule 15 of the Singapore Code of Take-overs and Mergers ("Code").
   A copy of the Offer Announcement is attached herewith to this announcement (the "Announcement") and is also available on the website of the Singapore Exchange Securities Trading Limited at http://www.sgx.com. Shareholders are advised to refer to the full text of the Offer Announcement, in particular, for the details of the Offer and information on the Offeror, the rationale for the Offer and the Offeror's intentions for the Company in respect of the listing status of the Company and compulsory acquisition rights in respect of the Shares.
2. DESPATCH OF THE OFFER DOCUMENT
   The offer document, which will contain the terms and conditions of the Offer and enclose the appropriate form(s) of acceptance ("Offer Document"), will be despatched to Shareholders not earlier than 14 days and not later than 21 days from the date of the Offer Announcement. The Offer will remain open for acceptances by Shareholders for a period of at least 28 days from the date of posting of the Offer Document.
3. OFFEREE CIRCULAR
   The Board will, in connection with the Offer, appoint an independent financial adviser (the "IFA") to advise the directors of the Company who are considered independent for the purposes of the Offer ("Independent Directors"). A circular containing, INTER ALIA, the advice of the IFA and the recommendations of the Independent Directors (the "Offeree Circular") will be sent to Shareholders within 14 days from the date of despatch of the Offer Document.
   In the meantime, Shareholders are advised to exercise caution when dealing with their Shares and to refrain from taking any action in respect of their Shares which may be prejudicial to their interests, until Shareholders have considered the information and the recommendation of the Independent Directors, as well as the advice of the IFA, set out in the Offeree Circular to be issued by the Company in due course. Shareholders who are in doubt as to the action they should take should consult their stockbroker, bank manager, solicitor or other professional advisers.

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SIN GHEE HUAT CORPORATION LTD.

(Company Registration No.: 197700475Z)

(Incorporated in the Republic of Singapore)

The Company will make an announcement to inform Shareholders of the despatch of the Offeree Circular in due course.

4. DIRECTORS' RESPONSIBILITY STATEMENT

The Directors of the Company (including those who have delegated detailed supervision of the preparation 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, the omission of which would make any statement in this Announcement misleading, and they jointly and severally accept full responsibility accordingly.

Where any information has been extracted or reproduced from published or otherwise publicly available sources (including, without limitation, the Offer Announcement), the sole responsibility of the Directors has been to ensure that such information has been accurately and correctly extracted from such sources or, as the case may be, reflected or reproduced in this Announcement.

BY ORDER OF THE BOARD

Goh Chee Wee

Non-Executive Chairman and Independent Director

30 April 2021

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