logo

Contact Info

28 Jalan Buroh
Singapore 619484
Back to Main Page

Notice Of A Director's (Including A Director Who Is A Substantial Shareholder) Interest And Change In Interest

BackJan 30, 2012
Part I
1. Date of notice to issuer 30/01/2012
2. Name of Director Goh Kian Sin
3. Notice Type Notice of a Director's (including a director who is a substantial shareholder) Interest and Change in Interest.
Part II
1. Date of change of Interest 30/01/2012
2. Name of Registered Holder Oriental Castle Sdn. Bhd.
3. Circumstance(s) giving rise to the interest or change in interest # Others

OCS and Hanwa Co., Ltd, ("Hanwa"), a company incorporated in Japan, entered into an agreement dated 30 January 2012 pursuant to which OCS sold to Hanwa 32,800,000 ordinary shares (the Shares) in the listed company for cash at a consideration of S$0.14 per share (the Agreement). Upon completion under the Agreement, OCS will grant a conditional put option, which upon exercise by Hanwa, OCS will be required to purchase from Hanwa 32,800,000 Shares (the Put Option Shares) for cash at a consideration equivalent to the net amount which is S$4,592,000 less the aggregate amount of dividends attributable to the Put Option Shares that has been paid by the listed company to Hanwa up to the date immediately prior to the date of completion of the Put Option Shares. The put option is exercisable for the period commencing 31 January 2014 and ending on 6 February 2014, 5.00 p.m. (both dates inclusive)

Goh Kian Sin is a controlling shareholder of Oriental Castle Sdn Bhd and is deemed to be interested in the 240,350,000 Shares held by Oriental Castle Sdn. Bhd.

Hanwa, a company incorporated in Japan and is listed on the first Section of the Tokyo Exchange and Osaka Securities Exchange. Hanwa involves in steel business as well as metals and alloys, non-ferrous metals, food products, petroleum and chemicals, lumber, machinery and other businesses.
4. Information relating to shares held in the name of the Registered Holder
 
No. of Shares held before the change 240,350,000
As a percentage of issued share capital 23.66 %
No. of Shares which are subject of this notice 32,800,000
As a percentage of issued share capital 3.22 %
Amount of consideration (excluding brokerage and stamp duties) per share paid or received 0
No. of Shares held after the change 240,350,000
As a percentage of issued share capital 23.66 %
Part III - Not Required
Part IV
1. Holdings of Director, including direct and deemed interest :
 
  Direct Deemed
No. of shares held before the change 0 240,350,000
As a percentage of issued share capital 0 % 23.66 %
No. of shares held after the change 0 240,350,000
As a percentage of issued share capital 0 % 23.66 %
Footnotes The percentage of issued share capital is calculated based on 1,016,021,962 Shares in issue as at 30 January 2012.

The 32,800,000 Shares are pending completion. Goh Kian Sin will notify the Company accordingly when completion takes place in accordance with the terms and conditions of the Agreement.

*The entries in this column do not take into account 76,500,000 unissued shares in the listed company that OCS has the right to subscribe for.