Morgan Stanley Asia

23 Church Street

(Singapore) Pte.

#16-01 Capital Square

(Co. Registration No.

Singapore 049481

199206298Z)

tel (65) 6834 6888

fax (65) 6834 6938

PROPOSAL TO ACQUIRE SINGAPORE PRESS HOLDINGS LIMITED AND POTENTIAL CHAIN OFFER FOR SPH REIT

  1. Introduction
    Morgan Stanley Asia (Singapore) Pte. ("MS Singapore") refers to the announcement (the "Possible Offer Announcement") dated 29 October 2021 made by Cuscaden Peak Pte. Ltd. ("Cuscaden"), a company formed by a consortium comprising Tiga Stars Pte. Ltd. (a subsidiary of Hotel Properties Limited), Adenium Pte. Ltd. (a wholly-owned subsidiary of CLA Real Estate Holdings Pte Ltd) and Mapletree Fortress Pte. Ltd. (an indirect, wholly-owned subsidiary of Mapletree Investments Pte Ltd) and the announcement dated 15 November 2021 (the "Joint Announcement") made jointly by Cuscaden and Singapore Press Holdings Limited (the "Company"), to acquire all the issued and paid-up ordinary shares in the capital of the Company excluding treasury shares via a scheme of arrangement (the "Acquisition").
    As stated in the Joint Announcement, Cuscaden may be required to undertake a chain offer ("Potential Chain Offer") for all the units in SPH REIT in accordance with the Singapore Code on Take-overs and Mergers (the "Code").
    MS Singapore is the financial adviser to Cuscaden in respect of the Acquisition and the Potential Chain Offer and is required under the Code to make these disclosures.
  2. Dealings
    Pursuant to Rule 12.1 of the Code and the Practice Statement on the Exemption of Connected Fund Managers and Principal Traders under the Code, MS Singapore wishes to report dealings by associates of MS Singapore in the securities of the Company and/or SPH REIT ("Relevant Securities") for their own account or for the account of discretionary investment clients, details of which are set out in the table below.
    MS Singapore's disclosures pursuant to Rule 12 of the Code ("Rule 12 disclosures"), including those below, are made in compliance with its obligations under the Code. All trades in the Rule 12 disclosures are conducted in the ordinary course of business of the Morgan Stanley group, independent of the Acquisition and the Potential Chain Offer, and will not affect the offer price under the Acquisition and the Potential Chain Offer, if made.

Trades on ordinary shares of the Company:

Resultant total

Resultant

amount of

Price paid or

total

Name of MS

Relevant

Number of

received (SGD)

Total

percentage

Singapore's associate

Price per

Securities owned

ordinary

amount

of ordinary

and whether dealing

Nature of dealing

ordinary

or controlled by

Trade Date

shares

paid or

shares in the

as principal or for

share

the associate and

purchased

received

capital of

discretionary

(SGD)

investment

or sold

(SGD)

the

investment client

Highest

Lowest

accounts under

Company

discretionary

acquired1

management

Morgan Stanley & Co.

14-Dec-2021

International plc

Swap Hedge

Sell

1,100

2.330

2.330

2.330

2,563.00

11,342,393

0.7086%

(dealing as principal)

Derivatives Transactions (ordinary shares):

Name of MS Singapore's associate

Number of

Nature of dealing

referenced

Price per

Total amount paid

Trade Date

and whether dealing as principal or

Maturity Date

securities

share (SGD)

or received (SGD)

for discretionary investment client

(ordinary shares)

14-Dec-2021

Morgan Stanley & Co. International plc

Swap

Buy

1,100

2.330

2,562.99

31-Oct-2022

(dealing as principal)

14-Dec-2021

Morgan Stanley Capital Services LLC

Swap

Sell

1,100

2.330

2,562.99

31-Oct-2022

(dealing as principal)

14-Dec-2021

Morgan Stanley Capital Services LLC

Swap

Buy

1,100

2.330

2,562.99

31-Oct-2022

(dealing as principal)

Issued by

Morgan Stanley Asia (Singapore) Pte.

_________________________________

Cheng Sok Theng

Managing Director

Copy (via email) to:

Singapore Press Holdings Limited

SPH REIT

  • Based on 1,600,649,121 shares of the Company in issue (excluding 9,136,984 treasury shares)

Attachments

  • Original Link
  • Original Document
  • Permalink

Disclaimer

SPH - Singapore Press Holdings Ltd. published this content on 15 December 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 15 December 2021 08:48:05 UTC.