Low Chui Heng, Non-Executive and Non-Independent Director of Sin Ghee Huat Corporation Ltd. and Low Ah Hoo made a voluntary offer to acquire remaining 70.8% stake in Sin Ghee Huat Corporation Ltd. (SGX:B7K) from 2GS Investment Pte Ltd., Kua Peng Chuan, Kua Chee Hong, Ler Bee Chin, Kua Choo Suan and others for SGD 42.4 million on April 29, 2021. Low Chui Heng and Low Ah Hoo are siblings. Under the terms of transaction, Low Chui Heng and Low Ah Hoo will acquire remaining 157.17 million shares of Sin Ghee Huat Corporation at a price of SGD 0.27 per share in cash. The offer price is final and Low Chui Heng and Low Ah Hoo do not intend to revise the offer price. There are no outstanding options to subscribe for new shares. Low Chui Heng and Low Ah Hoo will not make an offer to acquire any options. Pre-transaction, Low Chui Heng and Low Ah Hoo hold 64.83 million shares of Sin Ghee Huat Corporation, representing 29.2% stake, whereas 2GS Investment Pte Ltd. holds 56.7 million shares representing 25.54% stake, Kua Peng Chuan holds 11.382 million shares representing 5.13% stake, Kua Chee Hong holds 13.07 million shares representing 5.89% stake, Ler Bee Chin holds 2.05 million shares representing 0.92% stake and Kua Choo Suan holds 1.79 million shares representing 0.81% stake in Sin Ghee Huat Corporation. Low Chui Heng and Low Ah Hoo have sufficient financial resources available to satisfy full acceptance of the offer. Low Chui Heng and Low Ah Hoo intend for Sin Ghee Huat Corporation to continue to develop and grow the existing businesses of the Group. Low Chui Heng and Low Ah Hoo have no current intentions to introduce any major changes to the existing business of Sin Ghee Huat Corporation, re-deploy the fixed assets of Sin Ghee Huat Corporation and discontinue the employment of the existing employees of Sin Ghee Huat Corporation, other than in the ordinary and usual course of business and/or in response to the changing market conditions.

The offer will be conditional upon Low Chui Heng and Low Ah Hoo having received, by the close of the Offer, valid acceptances in respect of such number of Offer Shares which, when taken together with any Offer Shares owned, controlled, acquired or agreed to be acquired by them and parties acting in concert with them before or during the Offer but otherwise than through acceptances of the Offer, will result in Low Chui Heng and Low Ah Hoo and the parties acting in concert with them holding more than 50% of the total number of issued Shares in Sin Ghee Huat Corporation. Low Chui Heng and Low Ah Hoo have received Irrevocable Undertakings in respect of 105.1 million shares, representing approximately 47.33% of the total number of issued Shares of Sin Ghee Huat Corporation. Save for the minimum acceptance condition, the offer is unconditional in all other respects. As of May 20, 2021, total acceptance crossed minimum tender condition and hence transaction becomes unconditional. If Low Chui Heng and Low Ah Hoo receive sufficient valid acceptances in respect of not less than 90% of the total number of issued Shares of Sin Ghee Huat Corporation, they intend to exercise their rights of compulsory acquisition and subsequently delist Sin Ghee Huat Corporation from the SGX-ST. The Board of Directors of Sin Ghee Huat Corporation Ltd recommended the shareholders to accept the offer. As of June 24, 2021, the total number of shares owned, controlled or agreed to be acquired by Low Chui Heng and Low Ah Hoo including valid acceptances to the offer is 209.6 million amounting to 94.4% stake in Sin Ghee Huat Corporation Ltd. and they intend to exercise their right of compulsory acquisition. The closing of offer is expected to be June 14, 2021. As of May 20, 2021, closing of transaction has been extended from June 14, 2021 to June 28, 2021.

DBS Bank Ltd. and Asian Corporate Advisors Pte. Ltd. acted as financial advisors to Low Chui Heng and Low Ah Hoo. Tricor Barbinder Share Registration Services acted as registrar for Sin Ghee Huat. Asian Corporate Advisors acted as the financial advisor to the Independent Directors of Sin Ghee Huat Corporation Ltd. Cheng Soon Keong of BDO acted as financial advisor to Low Chui Heng.

Low Chui Heng, Non-Executive and Non-Independent Director of Sin Ghee Huat Corporation Ltd. and Low Ah Hoo completed the acquisition of remaining 70.8% stake in Sin Ghee Huat Corporation Ltd. (SGX:B7K) from 2GS Investment Pte Ltd., Kua Peng Chuan, Kua Chee Hong, Ler Bee Chin, Kua Choo Suan and others on June 28, 2021. Low Chui Heng, Non-Executive and Non-Independent Director of Sin Ghee Huat Corporation Ltd. and Low Ah Hoo acquired 65.735 stake in Sin Ghee Huat Corporation Ltd. during the offer period. The offerors has achieved the level of 90% stake in Sin Ghee Huat Corporation Ltd. The offerors will acquire the remaining shares through compulsory acquisition and delist Sin Ghee Huat Corporation Ltd. from stock exchange. Till July 2, 2021, received total 74% stake tendered. As of August 10, 2021, the compulsory acquisition has been exercised. As of August 11, 2021, SGX-ST has no objection to the acquisition. As of August 16, 2021, the compulsory acquisition has been completed. The de-listing is scheduled on August 18, 2021.