General Announcement::Proposed Voluntary Delisting and Conditional Exit Offer for Healthway Medical Corporation Limited

Issuer & Securities

Issuer/ Manager
OUE HEALTHCARE LIMITED
Securities
OUE HEALTHCARE LIMITED - SG2F86994413 - 5WA
Stapled Security
No

Announcement Details

Announcement Title
General Announcement
Date &Time of Broadcast
05-Sep-2023 17:31:33
Status
New
Announcement Sub Title
Proposed Voluntary Delisting and Conditional Exit Offer for Healthway Medical Corporation Limited
Announcement Reference
SG230905OTHRVROC
Submitted By (Co./ Ind. Name)
Mr Yet Kum Meng
Designation
Chief Executive Officer and Executive Director
Description (Please provide a detailed description of the event in the box below)
Reference is made to the Company's announcement dated 3 July 2023 in relation to the conditional exit offer by OUEH Investments Pte. Ltd. (the "Offeror"), a wholly-owned subsidiary of the Company, for the proposed voluntary delisting (the "Delisting") of Healthway Medical Corporation Limited (the "Exit Offer").

In connection with the Exit Offer, the following announcement and documents have been issued today:

1. Joint Announcement by the Offeror and Healthway Medical Corporation Limited on "Despatch of Delisting Circular and Exit Offer Letter";

2. Exit Offer Letter issued by Oversea-Chinese Banking Corporation Limited for and on behalf of the Offeror containing the terms and conditions of the Exit Offer and the Form of Acceptance and Authorisation and the Form of Acceptance and Transfer ("Exit Offer Letter"); and

3. Delisting Circular issued by Healthway Medical Corporation Limited to its shareholders in relation to the Delisting and the Proposed Constitution Amendments.

Please refer to the attached files for further details.

Capitalised terms used but not defined herein shall have the same meanings ascribed to them in the Exit Offer Letter.

Pursuant to Rule 7.2 of the Code, the Company has appointed SAC Capital Private Limited as the OUEH Independent Financial Adviser to advise on whether or not the proposed acquisition by the Offeror of Healthway Medical Corporation Limited by way of the Exit Offer is in the interests of the OUEH Shareholders. A copy of the letter dated 5 September 2023 by the OUEH Independent Financial Adviser is set out in Appendix 6 to the Exit Offer Letter (the "OUEH Independent Financial Adviser Letter"). The OUEH Independent Financial Adviser's opinion in respect of the Exit Offer is also extracted and set out in Paragraph 12.3 of the Letter to Shareholders in the Exit Offer Letter. OUEH Shareholders are advised to read the OUEH Independent Financial Adviser Letter carefully.

This announcement has been reviewed by the Company's sponsor, PrimePartners Corporate Finance Pte. Ltd. (the "Sponsor"). It has not been examined or approved by the Singapore Exchange Securities Trading Limited (the "Exchange") and the Exchange assumes no responsibility for the contents of this announcement, including the correctness of any of the statements or opinions made or reports contained in this announcement.

The contact person for the Sponsor is Ms. Foo Jien Jieng, 16 Collyer Quay, #10-00 Collyer Quay Centre, Singapore 049318, sponsorship@ppcf.com.sg.

Attachments

Joint Despatch Announcement dated 5 September 2023.pdf
Exit Offer Letter dated 5 September 2023.pdf
Form of Acceptance and Authorisation.pdf
Form of Acceptance and Transfer.pdf
Delisting Circular dated 5 September 2023.pdf
Total size =16360K