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TIH LIMITED Company Registration No. 199400941K (Incorporated in the Republic of Singapore) VOLUNTARY UNCONDITIONAL OFFER BY RHB SECURITIES SINGAPORE PTE. LTD. FOR AND ON BEHALF OF KAISER UNION LIMITED 1. Introduction The board of directors (the “ Boardor the “ Directors) of TIH Limited (the “ Company) wishes to inform shareholders of the Company (“ Shareholders) that RHB Securities Singapore Pte. Ltd. (“ RHBS), for and on behalf of Kaiser Union Limited ( “ BidCo), has on 8 January 2018 issued an announcement (the “ Offer Announcement) relating to the voluntary unconditional offer (the “ Offer) for all the issued and paid-up ordinary shares (the “ Shares) in the capital of the Company, other than those already held by BidCo as at the date of the Offer, at a price of SGD0.57 for each Share, as to which SGD0.125 will be paid in cash and SGD0.445 will be paid by the issue of a three-year senior unsecured 2.25% note issued at par by BidCo. The Offer will be extended, on the same terms and conditions, to all the Shares owned, controlled or agreed to be acquired by parties acting or presumed to be acting in concert with the Joint Offerors (as defined below). The Joint Offerors are Premier Asia Limited (“ PAL), an entity wholly-owned by Lippo China Resources Limited, and Alexandra Road Limited (“ ARL, and together with PAL, the “ Joint Offerors), an entity jointly-owned by funds managed by and including Argyle Street Management Limited. A copy of the Offer Announcement is attached as an appendix to this announcement. 2. Offer Document According to the Offer Announcement, the offer document to be issued by RHBS, for and on behalf of BidCo (the “ Offer Document), which will contain the terms and conditions of the Offer and enclose the appropriate form(s) of acceptance of the Offer, will be despatched to Shareholders not earlier than 14 days and not later than 21 days from the date of the Offer Announcement. The Offer Announcement also states that the Offer will remain open for acceptances by Shareholders for a period of at least 28 days from the date of posting of the Offer Document. 3. Independent Financial Adviser 3.1 The Board will appoint an independent financial adviser (the “ IFA) to advise the Directors who are regarded as independent for the purposes of the Offer (the “ Independent Directors). A circular containing the advice of the IFA and the recommendation of the Independent Directors will be sent to Shareholders within 14 days from the date of despatch of the Offer Document. 3.2 In the meantime, Shareholders are advised to exercise caution when dealing with their Shares and refrain from taking any action in relation to their Shares which may be prejudicial to their interests until they or their advisers have considered the information and the recommendation of the Independent Directors as well as the

Transcript of 2. TIH Announcement (Offer Ann ) (Draft 08 01 18) (cln)...4. Responsibility Statement The Directors...

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TIH LIMITED Company Registration No. 199400941K

(Incorporated in the Republic of Singapore)

VOLUNTARY UNCONDITIONAL OFFER BY RHB SECURITIES SINGAPORE PTE. LTD. FOR AND ON BEHALF OF KAISER UNION LIMITED

1. Introduction The board of directors (the “Board” or the “Directors”) of TIH Limited (the “Company”) wishes to inform shareholders of the Company (“Shareholders”) that RHB Securities Singapore Pte. Ltd. (“RHBS”), for and on behalf of Kaiser Union Limited ( “BidCo”), has on 8 January 2018 issued an announcement (the “Offer Announcement”) relating to the voluntary unconditional offer (the “Offer”) for all the issued and paid-up ordinary shares (the “Shares”) in the capital of the Company, other than those already held by BidCo as at the date of the Offer, at a price of SGD0.57 for each Share, as to which SGD0.125 will be paid in cash and SGD0.445 will be paid by the issue of a three-year senior unsecured 2.25% note issued at par by BidCo. The Offer will be extended, on the same terms and conditions, to all the Shares owned, controlled or agreed to be acquired by parties acting or presumed to be acting in concert with the Joint Offerors (as defined below). The Joint Offerors are Premier Asia Limited (“PAL”), an entity wholly-owned by Lippo China Resources Limited, and Alexandra Road Limited (“ARL”, and together with PAL, the “Joint Offerors”), an entity jointly-owned by funds managed by and including Argyle Street Management Limited. A copy of the Offer Announcement is attached as an appendix to this announcement.

2. Offer Document

According to the Offer Announcement, the offer document to be issued by RHBS, for and on behalf of BidCo (the “Offer Document”), which will contain the terms and conditions of the Offer and enclose the appropriate form(s) of acceptance of the Offer, will be despatched to Shareholders not earlier than 14 days and not later than 21 days from the date of the Offer Announcement. The Offer Announcement also states that the Offer will remain open for acceptances by Shareholders for a period of at least 28 days from the date of posting of the Offer Document.

3. Independent Financial Adviser 3.1 The Board will appoint an independent financial adviser (the “IFA”) to advise the Directors

who are regarded as independent for the purposes of the Offer (the “Independent Directors”). A circular containing the advice of the IFA and the recommendation of the Independent Directors will be sent to Shareholders within 14 days from the date of despatch of the Offer Document.

3.2 In the meantime, Shareholders are advised to exercise caution when dealing with their

Shares and refrain from taking any action in relation to their Shares which may be prejudicial to their interests until they or their advisers have considered the information and the recommendation of the Independent Directors as well as the

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advice of the IFA which will be set out in the circular to be issued by the Company in due course.

4. Responsibility Statement

The Directors (including those who have delegated detailed supervision of this announcement) have taken all reasonable care to ensure that the facts stated and opinions expressed in this announcement are fair and accurate, and that there are no other material facts not contained in this announcement, the omission of which would make any statement in this announcement misleading, and they jointly and severally accept responsibility accordingly. Where any information has been extracted or reproduced from published or otherwise publicly available sources (including, without limitation, the Offer Announcement), the sole responsibility of the Directors has been to ensure through reasonable enquiries that such information is accurately extracted from such sources or, as the case may be, reflected or reproduced in this announcement.

BY ORDER OF THE BOARD For and on behalf of TIH Limited Allen Wang CEO TIH Investment Management Pte. Ltd. Singapore, 8 January 2018

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APPENDIX

THE OFFER ANNOUNCEMENT

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