Lim Chap Huat, Executive Chairman and Co-founder of Soilbuild, and Blackstone Real Estate Advisors entered into an implementation agreement to acquire remaining 69.7% stake in Soilbuild Business Space REIT (SGX:SV3U) from DBS Bank Ltd. and other shareholders for approximately SGD 490 million on December 14, 2020. Under the Trust Scheme, the Offeror proposes to acquire all the issued SB Units at SGD 0.550 in cash. The Scheme Consideration will be reduced by the amount of any distribution declared, made or paid by the SB Manager for the financial period between October 1, 2020 and March 31, 2021. On January 21, 2021, the SB Manager announced a distribution of SGD 0.01194 SB Unit for the fourth quarter ended 31 December 2020. Accordingly, the Scheme Consideration will be reduced by this distribution, resulting in an Adjusted Scheme Consideration of SGD 0.53806 per SB Unit, leading consideration to be for approximately SGD 480 million. Lim Chap Huat and his three sons, Lim Han Feng, Lim Han Qin and Lim Han Ren (collectively, the “Family”) have an aggregate direct and deemed interest in 385,566,761 SB Units in total, representing 30.28% in SB REIT. The Scheme Consideration payable to each member of the Family, the SB Manager and SBGH, upon the Trust Scheme becoming effective in accordance with its terms, shall be satisfied by the allotment and issuance of new shares in HoldCo to Lim Chap Huat on the date of the settlement of the Scheme Consideration, rather than being settled by the Offeror in cash. In a related transaction, related entities of Blackstone entered into a unit sale agreement to acquire Soilbuild Australia Trust for approximately AUD 230 million (SGD 230 million). The Trust Scheme is subject to a Break Fee and Reverse Break Fee of SGD 7 million in case of termination. The transaction is subject to the approval of the SB Unitholders for the amendments to the SB Trust Deed and the Australian Asset Disposal as well as the approval of the SB Unitholders for the Trust Scheme. No less than 75.0% of the total number of votes case in case of The SB Trust Deed Amendments and More than 50.0% of the total number of votes cast in case of The Australian Asset Disposal. Trasaction should be approved by a majority in number representing at least 75% in value of the total number of SB Units held by SB Unitholders present and voting by proxy. In addition to the approvals required from the SB Unitholders, the Trust Scheme will require the order of the Singapore Court for the approval, satisfaction of regulatory approvals and other conditions. Trust scheme meeting will be held on March 11, 2021. Subject to the satisfaction of the Conditions, it is expected that the Trust Scheme will become effective in accordance with its terms by the end of the first quarter in 2021. The directors of the SB Manager recommend that SB Unitholders VOTE IN FAVOUR of the SB Trust Deed Amendments Resolution at the Extraordinary General Meeting. KPMG Corporate Finance PteLtd opines that Proposed Transaction are FAIR AND REASONABLE from a financial point of view. As on February 26, 2021, the Treasurer of the Commonwealth of Australia has issued a written notice under the Australian FATA to the Blackstone Purchasers stating that the Commonwealth of Australia does not object to the transactions contemplated in the Australian Asset Disposal Agreement, including the acquisition of the Australian Asset Disposal Sale Unit. Following the Trust Scheme becoming effective in accordance with its terms, subject to the approval of the SGX-ST, be delisted and removed from the Official List of the SGX-ST. If the Trust Scheme is approved by SB Unitholders at the Trust Scheme Meeting, it is expected to become effective on or before March 31, 2021. As of March 22, 2021, SGX-ST has, on March 19, 2021, advised that it has no objections to the delisting of SB REIT from the Official List of the SGX-ST, subject to: (a) an announcement via SGXNET of the SGX-ST's decision, (b) the Trust Scheme becoming effective and binding and (c) the settlement of the Adjusted Scheme Consideration.At the Trust Scheme Meeting convened and held by way of electronic means on March 11, 2021, majority representing at least three-fourths (75.0%) in value of the SB Units voted at the Trust Scheme Meeting, approved the Trust Scheme Resolution. The adjourned hearing of the Trust Scheme Sanction Application will be held on March 30, 2021. The SB Manager wishes to inform SB Unitholders that the Trust Scheme has been sanctioned by the Court on March 30, 2021. Citigroup Global Markets Singapore Pte. Ltd. acted as financial advisor to Lim Chap Huat and Blackstone Real Estate Advisors, and United Overseas Bank Limited acted the advisor to offeror while DBS Bank Ltd acted as the financial advisor to the SB Manager with respect to the Trust Scheme. KPMG Corporate Finance Pte Ltd acted as the independent financial advisor to the SB Independent Directors for the purposes of making a recommendation to the SB Unitholders in connection with the Trust Scheme. Citigroup acted as financial advisor to Lim Chap Huat and Blackstone Real Estate Advisors. Lim Chap Huat, Executive Chairman and Co-founder of Soilbuild, and Blackstone Real Estate Advisors completed the acquisition of remaining 69.7% stake in Soilbuild Business Space REIT (SGX:SV3U) from DBS Bank Ltd. and other shareholders on April 12, 2021. SB REIT will be delisted from the Main Board of the SGX-ST with effect from April 14, 2021.