Asset Acquisitions and Disposals::EGM OF SHAREHOLDERS OF FRASERS CENTREPOINT LIMITED AND DESPATCH OF SHAREHOLDERS CIRCULAR
Issuer & Securities
FRASERS CENTREPOINT LIMITED
FRASERS CENTREPOINT LIMITED - SG2G52000004 - TQ5
Asset Acquisitions and Disposals
Date &Time of Broadcast
Announcement Sub Title
EGM OF SHAREHOLDERS OF FRASERS CENTREPOINT LIMITED AND DESPATCH OF SHAREHOLDERS CIRCULAR
Submitted By (Co./ Ind. Name)
Description (Please provide a detailed description of the event in the box below)
The Extraordinary General Meeting is to be held at 10.00 a.m. on 24 June 2015 at Level 2, Alexandra point, 438 Alexandra Road, Singapore 119958, for the purpose of seeking Shareholders' approval for the resolution of "The Proposed Sale and Leaseback arrangement in respect of Sofitel Sydney Wentworth"; which involves:
(i) the divestment of a 75-year leasehold interest in Sofitel Sydney Wentworth (the Hotel) by Frasers Sydney Wentworth Trust (an Australian trust indirectly wholly-owned by the Company) (the Vendor) to FHT Sydney Trust 3 (an Australian sub-trust wholly-owned by Frasers Hospitality Real Estate Investment Trust (FH-REIT)), on the terms and conditions set out in the 75-year Lease Agreement (as defined in the Shareholders Circular), the sale of the furniture, furnishings and equipment under the FF&E Agreement (as defined in the Shareholders Circular) and the Investment Management Agreement entered into in respect of FHT Sydney Trust 3 (as defined in the Shareholders Circular). FH-REIT is a real estate investment trust which forms part of Frasers Hospitality Trust (a hospitality stapled group sponsored by the Company);
(ii) the master lease arrangement pursuant to the Master Lease Agreement (as defined in the Shareholders Circular) entered into between Ananke Holdings Pty Ltd (the Master Lessee) (an indirect wholly-owned subsidiary of FCL) and FHT Sydney Trust 3, pursuant to which the Master Lessee will lease the Hotel for an initial term of 20 years, with an option granted to the Master Lessee and exercisable at the option of the Master Lessee to renew the lease for a further term of 20 years on the same terms and conditions, save for any amendments required due to change in law and excluding any further option to renew, and the provision of the Corporate Guarantee (as defined in the Shareholders Circular) by the Company in relation to the master lease arrangement; and
(iii) the Company and any director of the Company be and is hereby severally authorised to complete and do all such acts and things (including executing all such documents as may be required) as the Company or, as the case may be, such director of the Company may consider expedient or necessary or in the interests of the Company to give effect to the Proposed Transactions (as defined in the Shareholders Circular).
The admission and listing of Frasers Centrepoint Limited on the Singapore Exchange Securities Trading Limited ( the "Listing") was sponsored by DBS Bank Ltd. as the Sole Issue Manager. DBS Bank Ltd., United Overseas Bank Limited and Morgan Stanley Asia ( Singapore) Pte. were the Joint Financial Advisers for the Listing. DBS Bank Ltd., United Overseas Bank Limited and Morgan Stanley Asia ( Singapore) Pte. assume no responsibility for the contents of this announcement.
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