Xu Zhi Bin, Executive Chairman of Board of STAR Pharmaceutical made an offer to acquire remaining 46.8% stake in STAR Pharmaceutical Limited (SGX:AYL) from Li Tak Tai Leada and other shareholders for SGD 9.7 million on August 5, 2019. Xu Zhi Bin will acquire the shares of STAR Pharmaceutical Limited at SGD 0.45 per share. The consideration shall be settled within seven business days of receipt of each valid and complete acceptance. Xu Zhi Bin does not intend to revise the offer price save for the right to do so in a competitive situation. If any distribution is announced, declared, paid or made by STAR Pharmaceutical Limited on or after the offer announcement date, depending on the settlement date in respect of the offer shares tendered in acceptance of the offer, Xu Zhi Bin reserves the right to reduce the offer price by an amount equivalent to such distribution. CEL Impetus Corporate Finance confirms that sufficient financial resources are available to Xu Zhi Bin to satisfy full acceptances of the offer. Xu Zhi Bin has no intention to (a) introduce any major changes to the existing business of STAR Pharmaceutical Limited (b) re-deploy the fixed assets of STAR Pharmaceutical Group or (c) discontinue the employment of the employees of STAR Pharmaceutical Group. Xu Zhi Bin intends to exercise its rights of compulsory acquisition to acquire those offer shares not acquired by Xu Zhi Bin pursuant to the offer in case an announcement is made by Xu Zhi Bin that valid acceptances have been received pursuant to the offer that bring the holdings owned by Xu Zhi Bin to above 90% of the total number of issued shares of STAR Pharmaceutical, Xu Zhi Bin will then proceed to delist and privatise STAR Pharmaceutical from the SGX-ST pursuant to Rule 1308(2) of the Listing Manual. The offer is unconditional in all respects. As of September 9, 2019, STAR Pharmaceutical Limited has dispatched its circular containing advice of the Board and financial advisor. Stirling Coleman Capital Limited advised the Independent Directors of STAR Pharmaceutical Limited to recommend the shareholders to accept the offer. The Independent Directors recommended the shareholders to accept the offer, unless there is a superior offer or shareholders are able to obtain a price higher than the offer price in the open market, taking into account all the brokerage and transaction costs in connection with open market transactions. As of September 30, 2019, Xu Zhi Bin acquired 11.18 million shares of STAR Pharmaceutical. Currently, Xu Zhi Bin holds 35.58 million shares representing 77.56% stake in STAR Pharmaceutical. As of October 3, 2019, the total number of shares owned, controlled or agreed to be acquired by Xu Zhi Bin and the concert parties and for which valid acceptances of the offer have been received, amount to an aggregate of 42.38 million shares, representing 92.39% of the total number of issued shares of STAR Pharmaceutical Limited. Thus, Xu Zhi Bin is now entitled, and intends, to exercise its right of compulsory acquisition and the dissenting shareholders need not take any action in relation. Xu Zhi Bin will now take steps to delist STAR Pharmaceutical Limited from the SGX-ST following the close of the offer. The transaction is expected to complete on September 23, 2019. As of September 16, 2019, closing date for the offer was extended to October 7, 2019. CEL Impetus Corporate Finance Pte. Ltd. acted as financial advisor for Xu Zhi Bin. RHT Corporate Advisory Pte. Ltd acted as registrar for STAR Pharmaceutical Limited and receiving agent and share registrar to Xu Zhi Bin. Board of STAR Pharmaceutical has appointed Yap Yeong Keen of Stirling Coleman Capital Limited as independent financial advisor and fairness opinion provider to advise the directors. AVA Associates Limited acted as the valuer for the Independent Directors of STAR Pharmaceutical Limited. Xu Zhi Bin, Executive Chairman of Board of STAR Pharmaceutical completed the acquisition of remaining 46.8% stake in STAR Pharmaceutical Limited (SGX:AYL) from Li Tak Tai Leada and other shareholders on October 7, 2019. At close of the offer, the offeror owns 93.06% stake in STAR Pharmaceutical Limited and will acquire remaining stake through compulsory acquisition. On December 2, 2019, the offeror excerised its right of compulsory acquisition of the shares not already owned by it. Upon completion of the compulsory acquisition, the offeror will own all the shares of STAR Pharmaceutical. The Singapore Exchange Securities Trading Limited (the “SGX-ST”) has no objection to the shares of STAR Pharmaceutical being delisted from the Official List of the SGX-ST, subject to completion of the compulsory acquisition by the offeror. As of December 5, 2019, Xu Zhi Bin completed the exercise of its right of compulsory acquisition to compulsorily acquire all the shares of shareholders who have not accepted the offer as at the close of the offer. Accordingly, STAR Pharmaceutical Limited is now wholly owned by Xu Zhi Bin.