| Announcement Title | Other Scheme of Arrangement |
| Date & Time of Broadcast | May 17, 2017 17:16 |
| Status | New |
| Announcement Sub Title | Sanction of the Scheme by the Cayman Court and Book Closure Date |
| Announcement Reference | SG170517OTHRGJUG |
| Submitted By (Co./ Ind. Name) | Lim Kai Ching |
| Designation | Group CFO |
| Description (Please provide a detailed description of the event in the box below-Refer to the Online help for the format) | PROPOSED RESTRUCTURING OF UNI-ASIA HOLDINGS LIMITED BY WAY OF A SCHEME OF ARRANGEMENT UNDER SECTION 86 OF THE COMPANIES LAW (2016 REVISION) OF THE CAYMAN ISLANDS All capitalised terms and references used in this announcement shall, unless otherwise defined herein, bear the same meaning and construction as in the Company's document dated 3 April 2017 in relation to the Proposed Restructuring and the Scheme (the "Scheme Document"). 1. SANCTION OF THE SCHEME BY THE COURT The board of directors (the "Board") of Uni-Asia Holdings Limited (the "Company") wishes to announce that the Grand Court of the Cayman Islands ("Court") has on 16 May 2017 (Cayman Islands time) sanctioned the Scheme that was approved by the holders of Scheme Shares who attended the Court Meeting held on 28 April 2017. Subject to the satisfaction (or where applicable, waiver) of all of the Conditions Precedents contained in Appendix 6 to the Scheme Document, the Scheme shall become effective and binding upon the filing of the Court Order sanctioning the Scheme for registration with the Registrar of Companies in the Cayman Islands, which is expected to occur on 26 May 2017 (Cayman Islands time). 2. LAST DAY OF TRADING OF SHARES AND NOTICE OF BOOKS CLOSURE Shareholders should take note that the last day of trading of the Shares on the SGX-ST will be on 22 May 2017. NOTICE IS HEREBY GIVEN that the share transfer books and Register of Members of the Company will be closed at 5.00 p.m. on 25 May 2017 for the purpose of determining Shareholders' entitlements to the Scheme Consideration under the Scheme. Duly completed registrable transfers in respect of Shares received up to the close of business at 5.00 p.m. on 25 May 2017 by the Company's Share Registrar, Tricor Barbinder Share Registration Services, 80 Robinson Road, #02-00 Singapore 068898, will be registered to determine Shareholders' entitlements to the Scheme Consideration. Shareholders whose securities accounts with CDP are credited with Shares as at 5.00 p.m. on 25 May 2017 will be entitled to the Scheme Consideration. 3. KEY EVENTS AND INDICATIVE DATES Shareholders are reminded to note the following events and their expected dates and times in respect of the Proposed Restructuring and the Scheme: Last date for trading of the Shares: 22 May 2017 Books Closure Date: 5.00 p.m. on 25 May 2017 Record Date: 25 May 2017 Effective Date: To be announced in due course by the Company, expected to be 26 May 2017 (Cayman Islands time) Expected date of debiting of Shares from the Securities Accounts of Depositors: 1 June 2017 Expected date for the crediting of NewCo Shares into Securities Accounts of depositors pursuant to the Scheme: Before 9.00 a.m. on 2 June 2017 Expected time and date for the commencement of trading of NewCo Shares on the SGX-ST: 9.00 a.m. on 2 June 2017 Expected date for the withdrawal of the Shares/delisting of the Company from the SGX-ST: 2 June 2017 Shareholders should note that the dates for the various key events set out above may be subject to change. 4. FURTHER ANNOUNCEMENTS The Company will make further announcements in relation to the Proposed Restructuring and the Scheme in due course as and when appropriate. For and on behalf of Uni-Asia Holdings Limited 17 May 2017 |
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