(Incorporated in the Republic of Singapore under Registration
Number 199502905Z)
The Board of Directors (the "Board") of the Company refers to
the Company's announcement of 17 August 2012 (No. 00078)
("Announcement") in relation to the Company's proposed
investment in a residential development at Pheng Geck Avenue
(Parcel B), Singapore on Lot
10335T of Mukim 17 by way of an acquisition of shares in
SRPL.
Unless otherwise defined, capitalised terms used in this
announcement shall have the same meaning as those used in the
Announcement.
The Proposed Acquisition shall be undertaken by a wholly-owned subsidiary of the Company, Transview Development Pte. Ltd. ("TDPL").
3. SHARE PURCHASE AGREEMENT
In connection with the Proposed Acquisition as announced on
13 July 2012 and 17 August
2012, SCPL and TDPL have entered into a share purchase
agreement ("SPA") on 18
September 2012 pursuant to which SCPL agrees to sell to TDPL,
and TDPL shall purchase from SCPL, the following:
(a) 100,000 ordinary shares representing ten (10) per cent.
of the issued share capital of
SRPL at a consideration of S$100,000 ("Sale Shares"); and
(b) a portion of TDPL's share of the SRPL Shareholders'
Loans, in the sum of S$3,213,860, which has been extended by
SCPL to SRPL ("Shareholders' Loans") as at the date of the
execution of the SPA.
Under the MOU and JVA, the SRPL Shareholders agree to
contribute SRPL Shareholders' Loans to SRPL in proportion to
their respective shareholdings in SRPL.
TDPL's share of the SRPL Shareholders' Loans is S$5,400,000
which shall be made by way of: (a) a purchase of the
Shareholders' Loans in the sum of S$3,213,860 from SCPL
under
the SPA; and
(b) a direct contribution to SRPL in the sum of
S$2,186,140.
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The agreement to sell and purchase the Sale Shares contained in the SPA is conditional upon the Company having obtained Shareholders' approval in a general meeting in connection with the transactions contemplated under the SPA and the JVA.
6. FINANCIAL EFFECTS OF THE PROPOSED ACQUISITIONThe financial effects of the Proposed Acquisition have been provided in the Announcement.
7. CIRCULARA circular setting out further information and details on the Proposed Acquisition, together with a notice of extraordinary general meeting to be convened, will be despatched by the Company to the Shareholders in due course.
8. INSPECTION OF SPAA copy of the SPA is available for inspection during normal business hours at the Company's registered office at 4 Chang Charn Road, Singapore 159633, for three months from the date of this announcement.
By Order of the Board
Tan Cheng Chuan
Managing Director
18 September 2012
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