CAPITALAND CHINA TRUST 
By (Constituted in the Republic of Singapore
pursuant to a trust deed dated 23 October 2006 (as amended))
ANNOUNCEMENT LISTING OF 45,413,704 NEW UNITS IN CAPITARETAIL CHINA TRUST PURSUANT TO THE PREFERENTIAL OFFERINGFurther to the announcement of the Manager dated 15 November 2013 on the Preferential Offering, the Manager is pleased to announce that it has on 20 November 2013 issued 45,413,704 New Units pursuant to the Preferential Offering.
With the issue of the New Units pursuant to the Preferential Offering, the total number of Units in issue has increased to 802,308,777 Units.
The New Units issued pursuant to the Preferential Offering will be listed and quoted on the Official
List of the SGX-ST with effect from 9.00 a.m. on 21 November 2013.
The New Units issued pursuant to the Preferential Offering rank pari passu in all respects with the Units in issue on 19 November 2013 (being the day immediately prior to the date on which the New Units are issued pursuant to the Preferential Offering), including the right to any distributions by CRCT which may accrue for the period from 1 July 2013 to 31 December 2013, as well as distributions thereafter.
To facilitate trading in odd lots, the Manager has applied for and obtained the approval of the SGX-ST for the establishment of a temporary counter for the trading of Units in board lots of 20 Units for a period of one month commencing on 21 November 2013 (being the first Market Day on which the New Units are listed for quotation on the Official List of the SGX-ST) and ending on 20 December
2013. The temporary counter is provisional only and investors who continue to hold odd lots of less than 1,000 Units may continue to deal in the odd lots in the Unit Share Market of the SGX-ST after
the cessation of the temporary counter.
1
BY ORDER OF THE BOARD
CapitaRetail China Trust Management Limited
(Company Registration No. 200611176D) (As manager of CapitaRetail China Trust)
Goh Mei Lan
Company Secretary
20 November 2013
Definitions:
Books Closure Date | 5.00 p.m. on 31 October 2013, being the time and date on which the transfer books and register of Unitholders was closed to determine the provisional allotments of Entitled Unitholders to the Preferential Offering |
CDP | The Central Depository (Pte) Limited |
CMA | CapitaMalls Asia Limited |
CRCT | CapitaRetail China Trust |
CRCTML | CapitaRetail China Trust Management Limited, a wholly-owned subsidiary of CMA, in its personal capacity |
Entitled Depositors | Unitholders with Units standing to the credit of their Securities Accounts and who have registered addresses in Singapore with CDP as at the Books Closure Date or, if they have registered addresses outside Singapore, who have at least three Market Days prior to the Books Closure Date, provided CDP with addresses in Singapore for the service of notices and documents |
Entitled QIBs | Qualified institutional buyers (as defined in Rule 144A under the U.S. Securities Act) (i) whose identities have been agreed upon by the Manager and the Lead Manager and Underwriter, (ii) who have each provided the Manager and the Lead Manager and Underwriter with a signed Investor Representation Letter in the form attached to the Instruction Booklet despatched to Entitled Unitholders, and (iii) who are Entitled Depositors |
Entitled Unitholders | Entitled Depositors and Entitled QIBs |
Excess New Units | The New Units provisionally allotted to (i) Entitled Unitholders who decline or do not accept, in full or in part, their provisional allotments of New Units under the Preferential Offering and/or (ii) Ineligible Unitholders |
Existing Units | The existing Units |
Ineligible Unitholders | Unitholders other than Entitled Unitholders |
Instruction Booklet | The instruction booklet dated 5 November 2013 despatched to Entitled Unitholders |
Irrevocable Undertaking | The irrevocable undertaking dated 23 October 2013 entered into among CMA, the Manager and the Lead Manager and Underwriter, and as referred to in the announcement by the Manager dated 23 October 2013 |
Issue Price | S$1.30 being the issue price per New Unit |
2
Lead Manager and Underwriter | DBS Bank Ltd., as the lead manager and underwriter for the Preferential Offering |
Manager | CapitaRetail China Trust Management Limited, in its capacity as manager of CRCT |
Market Day | A day on which the SGX-ST is open for trading in securities |
New Units | New Units in CRCT |
Preferential Offering | The issue of New Units on a pro-rata and non-renounceable basis to Entitled Unitholders on the basis of 6 New Units for every 100 Existing Units held as at the Books Closure Date at the Issue Price |
Retail Crown | Retail Crown Pte. Ltd., a wholly-owned subsidiary of CMA |
S$ | Singapore Dollar |
Securities Accounts | Unitholders' securities accounts with CDP (but do not include securities sub- accounts) |
SGX-ST | Singapore Exchange Securities Trading Limited |
Units | Units in CRCT |
Unitholders | Holders of Unit(s) |
U.S. Securities Act | The United States Securities Act of 1933, as amended, and the rules and regulations of the United States Securities and Exchange Commission promulgated thereunder |
This announcement is for information only and does not constitute an invitation or offer to acquire, purchase or subscribe for Units. This announcement is not for publication or distribution, directly or indirectly, in or into the United States (including its territories and possessions, any state of the United States and the District of Columbia), Canada or Japan. This announcement is not an offer of securities for sale into the United States, Canada or Japan. The securities referred to herein have not be en and will not be registered under the U.S. Securities Act, as amended, and may not be offered or sold in the United States, except pursuant to an applicable exemption from registration. Any public offering of securities made in the United States would be made by means of a prospectus that may be obtained from the Manager and would contain detailed information about the Manager and CRCT, as well as financial statements. No public offering of securities is being made in the United States.
The value of Units and the income derived from them, if any, may fall as well as rise. Units are not obligations of, deposits in, or guaranteed by, the Manager or any of its affiliates. An investment in Units is subject to investment risks, including the possible loss of the principal amount invested.
Investors should note that they will have no right to request the Manager to redeem or purchase their Units for so long as the Units are listed on the SGX-ST. It is intended that Unitholders may only deal in their Units through trading on the SGX-ST. Listing of the Units on the SGX-ST does not guarantee a liquid market for the Units.
The past performance of CRCT is not necessarily indicative of the future performance of CRCT.
3
|
distributed by
|
