OSIM : S$170,000,000 Convertible Bonds Due 2019

Capitalised terms used in this announcement shall, save as otherwise defined have the same meaning as set out in the announcements of the Company made on 26 and 27 August 2014 and 12 September 2014.

The Board refers to the announcement on conditions stated in the SGX-ST's approval in- principle dated 12 September 2014.
For further details on circumstances in which the price of the New Shares may be adjusted, the conditions under which the Convertible Bonds may be redeemed and the redemption amount, please refer to the electronic copy of the Offering Circular which will be made available on the website of the Singapore Exchange Securities Trading Limited at www.sgx.com.

The price at which the New Shares will be issued upon conversion will initially be S$3.525 per Share. The Conversion Price will be subject to adjustment in the manner provided in the Terms and Conditions according to the following factors:
(a) consolidation, subdivision or reclassification; (b) capitalisation of profits or reserves;
(c) capital distributions;
(d) rights issues of shares or options over shares; (e) rights issues of other securities;
(f) issues at less than current market price;
(g) other issues at less than current market price; (h) modification of rights of conversion etc; and
(i) other offers to shareholders.

The Convertible Bonds may be redeemed in the following circumstances:
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Unless previously redeemed, converted or purchased and cancelled as provided herein, the Company will redeem each Convertible Bond at 110.46 per cent. of its principal amount on the Maturity Date. The Company may not redeem the Convertible Bonds at its option prior to that date except as provided in the Terms and Conditions.

The holder of each Convertible Bond (the "Bondholder") will have the right to require the Company to redeem that Convertible Bond on the Optional Put Date at its Early Redemption Amount (as defined in the Terms and Conditions). To exercise such right, the holder of the relevant Convertible Bond must deliver the Certificate representing such Convertible Bond to the specified office of any Paying Agent, together with a duly completed and signed notice of exercise in the form for the time being current, obtainable from the specified office of any paying agent (an "Optional Put Exercise Notice"), not more than 90 days and not less than 45 days prior to the Optional Put Date. An Optional Put Exercise Notice, once delivered, shall be irrevocable and the Company shall redeem all Convertible Bonds the subject of Optional Put Exercise Notice as aforesaid on the Optional Put Date.

On giving not less than 30 nor more than 60 days' notice (an "Optional Redemption Notice") to the Trustee in writing and to the Bondholders in accordance with the Terms and Conditions, the Company shall redeem all, but not some only, of the Convertible Bonds on the date (the "Option Redemption Date") specified in the Optional Redemption Notice at their Early Redemption Amount:
(i) at any time after 18 September 2017, provided that the Closing Price of a share applicable to each relevant Trading Date for each of at least 20 out of the 30 consecutive Trading Days (as defined in the Terms and Conditions), the last of which occurs not more than 30 days prior to the date of the Optional Redemption Notice was at least 125 per cent. of the Early Redemption Amount divided by the Conversion Ratio (as defined in the Terms and Conditions) then in effect; or
(ii) at any time if, prior to the date the relevant Optional Redemption Notice is given, conversion rights shall have been exercised and/or purchases (and corresponding cancellations) and/or redemptions effected in respect of 90 per cent. or more in principal amount of the Convertible Bonds originally issued.
If there shall occur an event giving rise to a change in the Conversion Price during any such 30 consecutive Trading Day period as mentioned in paragraph (i) above, appropriate adjustments for the relevant days shall be made, as determined by an Independent Investment Bank (as defined in the Terms and Conditions), for the purpose of calculating the Closing Price (as defined in the Terms and Conditions) for such days.

Bondholders may require the Company to redeem all or some only, of their Convertible Bonds at a price equal to their Early Redemption Amount in any of the following situations:
(i) when (A) any Person (as defined in the Terms and Conditions) or Persons, acting together, (other than Ron Sim, his immediate family and their Related Parties (as defined in the Terms and Conditions)) acquires or controls more than 50 per cent. of the voting rights of the issued share capital of the
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Company or the right to appoint and/or remove all or the majority of the members of the Company's board of directors, whether obtained directly or indirectly, and whether obtained by ownership of share capital, the possession of voting rights, contract or otherwise ("Control"); or (B) the Company consolidates with or merges into or sells or transfers all or substantially all of the assets of the Company to any other Person, unless in the event of a consolidation or merger such consolidation or merger will not result in the other Person or Persons acquiring Control over the Company or the successor entity; or
(ii) when the shares cease to be listed or admitted to trading or are suspended from trading for a period equal to or exceeding 30 consecutive days on the SGX-ST or, if applicable, the Alternative Stock Exchange (as defined in the Terms and Conditions).

In the event certain changes occur affecting taxes in Singapore, the Company may, subject to certain conditions being satisfied, at any time redeem the Convertible Bonds in whole, but not in part, at their Early Redemption Amount. A Bondholder has the right to elect that its Convertible Bonds will not be redeemed on the occurrence of certain changes affecting taxes in Singapore, provided that in such case the Company will not be required to gross up on account of such changes in tax.
By order of the Board
Peter Lee Hwai Kiat
Company Secretary
18 September 2014

The Convertible Bonds and the New Shares to be issued upon conversion of the Convertible Bonds have not been, and will not be registered under the Securities Act and may not be offered or sold within the United States, except pursuant to an exemption from, or transactions not subject to, the registration requirements of the Securities Act and applicable state securities law. This notice is for information purposes only and does not constitute an invitation or an offer to acquire, purchase or subscribe for or a sale of Convertible Bonds or New Shares to be issued upon conversion of the Convertible Bonds in the United States or any other jurisdiction. Neither this announcement nor any portion hereof may be sent or transmitted into the United States or any jurisdiction where to do so is unlawful. Any failure to comply with these restrictions may constitute a violation of the United States securities law or the securities laws of any such other jurisdiction.
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