Asset Acquisitions and Disposals::Acquisition of Remaining Shares in Energy Market Company Pte Ltd

Issuer & Securities

Issuer/ Manager
SINGAPORE EXCHANGE LIMITED
Securities
SINGAPORE EXCHANGE LIMITED - SG1J26887955 - S68
Stapled Security
No

Announcement Details

Announcement Title
Asset Acquisitions and Disposals
Date &Time of Broadcast
01-Oct-2014 17:29:25
Status
New
Announcement Sub Title
Acquisition of Remaining Shares in Energy Market Company Pte Ltd
Announcement Reference
SG141001OTHRP8CZ
Submitted By (Co./ Ind. Name)
Ding Hui Yun
Designation
Company Secretary
Effective Date and Time of the event
01/10/2014 17:00:00
Description (Please provide a detailed description of the event in the box below)
SINGAPORE EXCHANGE LIMITED
(Incorporated in the Republic of Singapore)
(Company Registration No. 199904940D)

ACQUISITION OF REMAINING SHARES IN ENERGY MARKET COMPANY PTE LTD

1. INTRODUCTION

1.1. Existing Interest in the Target.
Asian Gateway Investments Pte. Ltd. ("AGI"), a wholly-owned subsidiary of Singapore Exchange Limited (the "Company") had, on 6 August 2012, acquired 49 per cent. of the issued share capital of the Energy Market Company Pte Ltd (the "Target" or "EMC") from M-Co (The MarketPlace Company) Pte. Limited.

1.2. Acquisition.
The Board of Directors ("Board") of the Company wishes to announce that AGI has today entered into a share purchase agreement (the "SPA") with the Energy Market Authority of Singapore (the "Seller") to purchase 5,100,000 ordinary shares ("Sale Shares") in the capital of the Target, representing the remaining 51 per cent. of the issued share capital of the Target not already owned by the Company (the "Acquisition"). The Acquisition was completed today.

2. PRINCIPAL TERMS

2.1. SPA.
Pursuant to the SPA, AGI agreed to purchase, and the Seller agreed to sell the Sale Shares free from encumbrances, and together with all rights and advantages attaching to them as at the date of the SPA (including the right to receive all dividends or distributions declared, made or paid on or after the date of the SPA).

2.2. Consideration.
The consideration paid for the Sale Shares is S$23,000,000. The consideration, which was paid in cash, was arrived at after taking into account, inter alia, the business operations, financial status and prospects of the Target.

2.3. Completion.
As a result of the completion of the Acquisition, AGI now holds the entire issued share capital of the Target, and accordingly, the Target is now an indirect wholly owned subsidiary of the Company.

3. INFORMATION ON THE TARGET

3.1. The Target.
EMC operates Singapore's wholesale electricity market - Asia's first liberalised electricity market. EMC is the exchange for wholesale electricity trading, providing a transparent and competitive trading platform. Its key activities include calculating prices, scheduling generation, clearing and settling market transactions as well as supporting governance of the market.

3.2. Asset Value
As at 31 March 2014, the book value of the Sale Shares was S$2,550,000 and the net tangible asset value of the Sale Shares was S$4,646,100.

4. FURTHER INFORMATION

4.1. Impact on Company.
The Acquisition is not expected to have any material impact on the Company's net tangible assets and earnings per share for the financial year ending 30 June 2015.

4.2. Directors' and Substantial Shareholders' Interest.
None of the directors or substantial shareholders of the Company has any interest, direct or indirect, in the Acquisition.

4.3. Documents for Inspection.
A copy of the SPA is available for inspection during normal business hours at the registered office of the Company at 2 Shenton Way, #02-02 SGX Centre 1, Singapore 068804 for a period of three months commencing the date of this Announcement.

BY ORDER OF THE BOARD

Ding Hui Yun
Company Secretary
Singapore, 1 October 2014