AEM Singapore Pte. Ltd. made an offer to acquire CEI Limited (SGX:AVV) from TIHT Investment Holdings Pte. Ltd., Tien Sing Cheong, Tan Ka Huat and others for approximately SGD 100 million on January 11, 2021. As of February 15, 2021, AEM Singapore Pte. Ltd. announces firm intention to make the Offer. Under the terms of the transaction, AEM will pay SGD 1.15 per share of CEI but the shareholders will elect to receive either SGD 1.15 in cash per share or SGD 0.9775 in cash per share and 0.0486 New AEM Holdings Shares (85/15 cash share), or SGD 0.8050 in cash and 0.0972 New AEM Holdings Shares (70/30 cash and share). The shares will be issued after approval from AEM shareholders. AEM plans to fund the cash component of the consideration from internal cash resources. AEM already received irrevocable undertakings from TIHT Investment Holdings Pte. Ltd. which holds 9.04% stake will receive Cash Consideration, Tien Sing Cheong which holds 10% stake will receive 85/15 Cash Shares Consideration and Tan Ka Huat which holds 4.63% stake will receive 85/15 Cash Shares Consideration. Offeror has no current intentions to (a) introduce any major changes to the existing business of CEI Limited, re-deploy the fixed assets of CEI or (c) discontinue the employment of the existing employees of CEI or its subsidiaries, in each case, other than in the ordinary and usual course of business. The transaction is subject to the approval-in-principle of the SGX-ST for the listing and quotation of the New AEM Holdings Shares and that the Securities Industry Council of Singapore has confirmed that it has no objection to the transaction as pre-conditions of the deal and which needs to be satisfied on or before February 15, 2021. The offer is conditional upon AEM resulting in holding such number of Shares carrying more than 50% of the voting rights attributable to the issued Shares as at the close of the Offer. The Offer will become or be declared unconditional upon on fulfillment of minimum tender condition. The offeror would be entitled to exercise the right to compulsorily acquire all the shares of shareholders who have not accepted the offer at a consideration equal to the offer consideration. On February 13, 2021, AEM Holdings Ltd received the approval-in-principle of the SGX-ST for the listing and quotation of the New AEM Holdings Shares but the in-principle approval of the SGX-ST is not to be taken as an indication of the merits of the Offer. Accordingly, the Pre-Condition has been satisfied. As of March 19, 2021, AEM Singapore received acceptance of 46 million shares representing more than 50% stake, so minimum condition satisfied and hence transaction becomes unconditional. As of April 1, 2021, the Offeror holds an aggregate of 81.70% of the CEI Shares. On April 7, 2021, AEM Holdings has allotted and issued 619,104 new AEM Holdings shares in consideration for 6,411,216 shares, representing 7.39% stake, that were tendered in acceptance of the offer for either of the cash shares consideration options from March 29, 2021 to March 31, 2021, comprising (a) 82,850 offer shares tendered in acceptance of the offer for the 85/15 cash shares consideration and (b) 6,328,366 offer shares tendered in acceptance of the Offer for the 70/30 cash shares consideration, at the issue price of SGD 3.55 per new AEM Holdings share as settlement of part of the offer consideration in relation to the offer. Fractions of a new AEM Holdings share were not issued to any such Shareholders who had accepted the offer and had elected either of the cash shares consideration options, and have been disregarded. Valid acceptances as on April 7, 2021, are 71,327,042 shares representing 82.27% stake in CEI Limited. As on April 12, 2021, AEM allotted and issued 408,736 new AEM shares in consideration of 4,208,308 shares, representing 4.85% stake in CEI Limited, that were tendered in acceptance of either of the cash share options rom April 1, 2021 to April 6, 2021, comprising (a) 6,260 shares tendered for the 85/15 cash shares consideration and (b) 4,202,048 shares tendered for the 70/30 cash shares consideration. Valid acceptances as on April 12, 2021, are 74,233,057 shares representing 85.62% stake in CEI Limited. As on April 23, 2021, valid acceptances were received for 79,234,997 Shares, representing approximately 91.39% shares. The offeror is now entitled and intends, to compulsorily acquire the remaining Shares. Free Float Requirement is no longer satisfied and, as stated in the Offer Document, the Offeror intends to privatize CEI Limited. The transaction is expected to close by February 15, 2021. Offer will close on March 31, 2021. As of April 1, 2021, offer is expected to complete on April 26, 2021. PricewaterhouseCoopers Corporate Finance Pte Ltd. acted as financial advisor to AEM in the transaction. Provenance Capital Pte. Ltd. acted as financial advisor to the directors of CEI in the transaction. RHT Corporate Advisory Pte. Ltd. acted as registrar to CEI Limited. Cynthia Goh of Rajah & Tann acted as legal advisor to AEM Singapore Pte. Ltd. AEM Singapore Pte. Ltd. completed the acquisition of CEI Limited (SGX:AVV) from TIHT Investment Holdings Pte. Ltd., Tien Sing Cheong, Tan Ka Huat and others on April 26, 2021. AEM has received valid acceptances of the Offer, amount to an aggregate of 79,864,179 Shares, representing approximately 92.12% of the total number of issued Shares of CEI. The Offeror has received valid acceptances pursuant to the Offer in respect of not less than 90% of the total number of issued Shares of CEI. Accordingly, the Offeror is entitled to, and intends to, exercise its right of compulsory acquisition under Section 215(1) of the Companies Act to compulsorily acquire all the Shares of Shareholders who have not accepted the Offer, at a consideration equal to the Offer Consideration. Subsequent to such compulsory acquisition, the Offeror will proceed to delist CEI Limited from the SGX-ST. As on June 30, 2021, Offeror has exercised its right of Compulsory Acquisition, accordingly Offeror will acquire remaining 7.88% stake in CEI Limited at a consideration of SGD 1.15 for each share and on the same terms as offered under the Tender Offer. Following the completion of the Compulsory Acquisition, CEI Limited will become a wholly-owned subsidiary of the Offeror and will be delisted from the Official List of the SGX-ST.