Last checked at 31 Oct 2014 07:00
ANNOUNCEMENT
by
MERRILL LYNCH (SINGAPORE) PTE. LTD.
(Incorporated in Singapore)
(Company Registration No.: 198602883D)
for and on behalf of
Felda Global Ventures Holdings Berhad
(Incorporated in Malaysia)
(Company Registration No.: 800165-P)
COMPULSORY ACQUISITION OF SHARES IN ASIAN PLANTATIONS LIMITED
1. INTRODUCTION
1.1 Merrill Lynch (Singapore) Pte. Ltd. (the "Financial Adviser" or "Merrill Lynch") refers to:
(a) the offer document dated 12 September 2014 (the "Offer Document") despatched by Merrill Lynch, for and on behalf of Felda Global Ventures Holdings Berhad (the "Offeror"), in relation to the voluntary conditional cash offer (the "Offer") made by the Offeror for all the ordinary shares (excluding treasury shares) ("Shares") in issue in the capital of Asian Plantations Limited (the "Company"), including all the Shares owned, controlled or agreed to be acquired by parties acting or presumed to be acting in concert with the Offeror, but excluding Shares held by the Offeror, its related corporations and their nominees as at the date of the Offer; and
(b) the announcement made by Merrill Lynch for and on behalf of the Offeror on 13 October 2014 on, inter alia, the Offer becoming unconditional in all respects and the Offeror being entitled, and intending, to exercise the right of compulsory acquisition pursuant to Section 215(1) of the Companies Act, Chapter 50 of Singapore to compulsorily acquire all the remaining Shares of Shareholders who have not accepted the Offer (the "Dissenting Shareholders").
1.2 All terms and references used and not defined herein shall have the same meanings given to them in the Offer Document, unless otherwise expressly stated or the context otherwise requires.
2. DESPATCH OF DOCUMENTS RELATING TO THE COMPULSORY ACQUISITION
2.1 Merrill Lynch wishes to announce, for and on behalf of the Offeror, that the Offeror has today despatched to the Dissenting Shareholders the following documents:
(a) a letter ("CA Letter") with regard to, inter alia, the Offeror's exercise of its right of compulsory acquisition pursuant to Section 215(1) of the Companies Act and the right of such Dissenting Shareholders under Section 215(3) of the Companies Act to require the Offeror to acquire the Shares held by them; and
(b) a Notice to Dissenting Shareholder ("Form 57") and a Notice to Non-Assenting Shareholder ("Form 58") in the forms prescribed under the Companies Act in relation to Sections 215(1) and 215(3) of the Companies Act, respectively.
Copies of the CA Letter, Form 57 and Form 58 are available on the website of the Company at www.asianplantations.com.
2.2 Further details in respect of the exercise of the Offeror's right of compulsory acquisition pursuant to Section 215(1) of the Companies Act (including details on the transfer of the Shares that the Offeror is acquiring from the Dissenting Shareholders and the payment of the consideration for such Shares)and the right of the Dissenting Shareholders under Section 215(3) of the Companies Act to require the Offeror to acquire the Shares held by them are set out in the CA Letter, Form 57 and Form 58 (as the case may be).
Issued by
MERRILL LYNCH (SINGAPORE) PTE. LTD.
For and on behalf of
Felda Global Ventures Holdings Berhad
31 October 2014
Any enquiries relating to this Announcement should be directed, during normal business hours, to Merrill Lynch (Singapore) Pte. Ltd. at +65 6678 0000.
Forward-Looking Statements
All statements other than statements of historical facts included in this Announcement are or may be forward-looking statements. Forward-looking statements include but are not limited to those using words such as "seek", "expect", "anticipate", "estimate", "believe", "intend", "project", "plan", "potential", "strategy", "forecast" and similar expressions or future or conditional verbs such as "will", "would", "should", "could", "may" and "might". These statements reflect the current expectations, beliefs, hopes, intentions or strategies of the party making the statements regarding the future and assumptions in light of currently available information. Such forward-looking statements are not guarantees of future performance or events and involve known and unknown risks and uncertainties. Accordingly, actual results or outcomes may differ materially from those described in such forward-looking statements. Shareholders and investors should not place undue reliance on such forward-looking statements, and neither the Offeror nor Merrill Lynch undertakes any obligation to update publicly or revise any forward-looking statements.