Capitamalls Asia Limited 凱德商用產業有限公司
Total Page:16
File Type:pdf, Size:1020Kb
The Singapore Exchange Securities Trading Limited, Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement. CAPITAMALLS ASIA LIMITED * 凱德商用產業有限公司 (Singapore Company Registration Number: 200413169H) (Incorporated in the Republic of Singapore with limited liability) (Hong Kong Stock Code: 6813) (Singapore Stock Code: JS8) OVERSEAS REGULATORY ANNOUNCEMENT INSIDE INFORMATION This announcement is issued pursuant to Part XIVA of the Securities and Futures Ordinance (Cap. 571 of the Laws of Hong Kong) and Rules 13.09(2)(a) and 13.10B of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited. Please refer to the next page for the document which has been published by CapitaMalls Asia Limited (the “ Company ”) on the website of the Singapore Exchange Securities Trading Limited on 20 December 2013. BY ORDER OF THE BOARD CapitaMalls Asia Limited Choo Wei-Pin Company Secretary Hong Kong, 20 December 2013 As at the date of this announcement, the board of directors of the Company comprises Mr Ng Kee Choe (Chairman and non-executive director); Mr Lim Beng Chee as executive director; Mr Lim Ming Yan, Ms Chua Kheng Yeng Jennie and Mr Lim Tse Ghow Olivier as non-executive directors; and Mr Sunil Tissa Amarasuriya, Tan Sri Amirsham A Aziz, Dr Loo Choon Yong, Mrs Arfat Pannir Selvam, Mr Bob Tan Beng Hai and Professor Tan Kong Yam as independent non-executive directors. * For identification purposes only MISCELLANEOUS Page 1 of 1 MISCELLANEOUS :: CAPITAMALLS ASIA AND CHANGI AIRPORT GROUP TO JOINTLY DEVELOP PROJECT JEWEL AT CHANGI AIRPORT Like 0 Tweet 0 0 * Asterisks denote mandatory information Name of Announcer * CAPITAMALLS ASIA LIMITED Company Registration No. 200413169H Announcement submitted on CAPITAMALLS ASIA LIMITED behalf of Announcement is submitted CAPITAMALLS ASIA LIMITED with respect to * Announcement is submitted by * Choo Wei-Pin Designation * Company Secretary Date & Time of Broadcast 20-Dec-2013 17:19:41 Announcement No. 00075 >> ANNOUNCEMENT DETAILS The details of the announcement start here ... Announcement Title * CapitaMalls Asia and Changi Airport Group to jointly develop Project Jewel at Changi Airport Description The attached announcement and news release issued by CapitaMalls Asia Limited on the above matter are for information. Attachments eAnnc_CMAnCAGtoJointlyDevelopProjectJewelAtChangiAirport.pdf cAnnc_CMAnCAGtoJointlyDevelopProjectJewelAtChangiAirport_SGX.pdf eNR_CAGnCMA_ProjectJewelAtChangiAirport_SGX.pdf cNR_CAGnCMA_ProjectJewelAtChangiAirport_SGX.pdf Total size =903K (2048K size limit recommended) http://infopub.sgx.com/Apps?A=COW_CorporateAnnouncement_Content&B=A... 20-Dec-13 The Singapore Exchange Securities Trading Limited, Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement. CAPITAMALLS ASIA LIMITED (Singapore Company Registration Number: 200413169H) (Incorporated in the Republic of Singapore with limited liability) (Hong Kong Stock Code: 6813) (Singapore Stock Code: JS8) ANNOUNCEMENT CAPITAMALLS ASIA AND CHANGI AIRPORT GROUP TO JOINTLY DEVELOP PROJECT JEWEL AT CHANGI AIRPORT CapitaMalls Asia Limited (“CMA ”) is pleased to announce that further to its announcement on 19 August 2013, it has today, through its wholly-owned subsidiary, CMA Singapore Investments (6) Pte. Ltd. (“ CMASI ”), entered into a joint venture trust agreement with Jewel Changi Airport Holding Pte. Ltd. (“ JCAH ”), a wholly-owned subsidiary of Changi Airport Group (Singapore) Pte. Ltd. (“ CAG ”), and Jewel Changi Airport Trustee Pte. Ltd., the trustee-manager of Jewel Changi Airport Trust (the “Trust ”), to jointly develop a mixed-use development at Singapore Changi Airport (the “ Joint Venture Trust Agreement ”) to be built on the approximately 3.5-hectare car park site fronting Singapore Changi Airport Terminal 1 (the “Project ”). * For identification purposes only 1 CMASI holds a 49% interest in each of the Trust 1 which will own the Project, Jewel Changi Airport Trustee Pte. Ltd. 2 which is the trustee-manager of the Trust (the “ Trustee-Manager ”), and Jewel Changi Airport Devt Pte. Ltd. 3 which is the property manager and project manager of the Trust (the “Property Manager ”). JCAH holds the remaining 51% interest in each of the Trust, the Trustee- Manager and the Property Manager. Each of the Trustee-Manager and the Property Manager is a 49% owned associated company of CMA. CMASI and JCAH have today also entered into shareholders’ agreements to govern their relationship as shareholders of the Trustee-Manager and the Property Manager, respectively (the “ Shareholders’ Agreements ”). CMA has also provided a guarantee in favour of JCAH to guarantee the due compliance by CMASI of the Joint Venture Trust Agreement, the Shareholders’ Agreements and the deed of trust constituting the Trust. The Project is subject to, among other things, relevant regulatory approvals and other conditions. The site on which the Project will be built will have a lease term of approximately 60 years expiring in 2073. The Trustee-Manager (as trustee of the Trust) will be entering into a building agreement and lease with CAG as lessor. The Project is expected to have a total gross floor area of approximately 134,000 square metres (“ sq m”), comprising approximately 17,000 sq m of aviation and travel-related facilities, approximately 22,000 sq m of attractions, approximately 5,000 sq m of hotel space and approximately 90,000 sq m of retail space. The net lettable area of the retail space is about 53,500 sq m. The total development cost of the Project is expected to be approximately S$1.47 billion 4 (approximately HK$9.08 billion 5), including land cost. Under the terms of the Joint Venture Trust Agreement, each of CMASI and JCAH is required to contribute to, among others, all outgoings and expenses in respect of the Project in proportion to their respective interests. CMA intends to finance its 49% share in the Project by internal funds and external borrowings, over the length of time of the development of the Project. The Project is not expected to have any material impact on the net tangible assets or earnings per share of CMA for the financial year ending 31 December 2013. Save as disclosed in this announcement, none of the directors or controlling shareholders of CMA has any interest, direct or indirect, in the Project. 1 The Trust has been constituted today. Upon the constitution of the Trust, 490 units in the Trust (“ Units ”) were issued to CMASI, and 510 Units were issued to JCAH, at an issue price of S$1.00 per Unit. 2 The Trustee-Manager has been incorporated today. Upon its incorporation, CMASI holds 490 shares in the Trustee- Manager, which has a total issued and paid-up share capital of S$1,000, at an issue price of S$1.00 per share. 3 The Property Manager has been incorporated today. Upon its incorporation, CMASI holds 490 shares in the Property Manager, which has a total issued and paid-up share capital of S$1,000, at an issue price of S$1.00 per share. 4 Excludes construction costs for aviation and travel-related facilities and car park spaces for airport users, which will be borne by CAG. The aviation and travel-related facilities will be handed over for CAG’s ownership and management upon completion. 5 Based on an exchange rate of S$1.00 : HK$ 6.174. 2 BY ORDER OF THE BOARD CapitaMalls Asia Limited Choo Wei-Pin Company Secretary 20 December 2013 As at the date of this announcement, the board of directors of the Company comprises Mr Ng Kee Choe (Chairman and non-executive director); Mr Lim Beng Chee as executive director; Mr Lim Ming Yan, Ms Chua Kheng Yeng Jennie and Mr Lim Tse Ghow Olivier as non-executive directors; and Mr Sunil Tissa Amarasuriya, Tan Sri Amirsham A Aziz, Dr Loo Choon Yong, Mrs Arfat Pannir Selvam, Mr Bob Tan Beng Hai and Professor Tan Kong Yam as independent non-executive directors. 3 For immediate release 20 December 2013 NEWS RELEASE Changi Airport Group and CapitaMalls Asia to jointly develop Project Jewel at Changi Airport Singapore and Hong Kong, 20 December 2013 – Changi Airport Group (“CAG”) and CapitaMalls Asia Limited (SGX: JS8 and HKEx: 6813) are pleased to announce that their respective wholly- owned subsidiaries, Jewel Changi Airport Holding Pte. Ltd. and CMA Singapore Investments (6) Pte. Ltd., have today signed a joint venture (“JV”) agreement to develop an iconic mixed-use development at Changi Airport – codenamed Project Jewel – which is envisaged to be a world- class lifestyle destination in Singapore. The two companies had previously entered into a Memorandum of Understanding to develop the concept and detailed plans for Project Jewel. CAG and CapitaMalls Asia will be setting up a private trust, a trustee-manager and a property manager as the JV entities, with CAG being the majority 51% shareholder and unitholder of the JV entities and CapitaMalls Asia owning the remaining 49%. Including land cost, the development cost of Project Jewel is expected to be about S$1.47 billion (HK$9.08 billion)1. To be built on the surface car park site fronting Changi Airport Terminal 1 (“T1”), which measures about 3.5 hectares (377,000 square feet, “sq ft”), Project Jewel will offer a range of facilities for airport operations, retail offerings and leisure attractions. With outstanding architecture and an exciting myriad of lifestyle offerings, this signature lifestyle destination will enable Changi Airport to capture greater tourism mindshare and strengthen its appeal as an air hub.