United Overseas Bank Limited DBS Bank Ltd. Morgan Stanley Asia (Singapore) Pte. (Company Registration No. 193500026Z) (Company Registration No. 196800306E) (Company Registration No. 199206298Z) (Incorporated in the Republic of Singapore) (Incorporated in the Republic of Singapore) (Incorporated in the Republic of Singapore)
21 January 2013
To: The Shareholders of Fraser and Neave Limited.
Dear Sir/Madam
MANDATORY CONDITIONAL CASH OFFER (THE “F&N OFFER”) FOR FRASER AND NEAVE LIMITED. (THE “COMPANY”)
All capitalised terms used and not defi ned herein shall have the same meanings given to them in the offer document dated 27 September 2012 (the “Offer Document”), unless otherwise expressly stated or the context otherwise requires.
On 18 January 2013, the Financial Advisers, for and on behalf of the Offeror, announced that the Offer Price for each Offer Share has been revised to S$9.55 in cash (the “Revised Offer Price”). A copy of the announcement (the “Revision of F&N Offer Announcement”) is available on the website of the SGX-ST at www.sgx.com.
SHAREHOLDERS WHO HAVE EARLIER ACCEPTED THE F&N OFFER ARE ENTITLED TO RECEIVE THE REVISED OFFER PRICE. ACCORDINGLY, NO FURTHER ACTION IS REQUIRED TO BE TAKEN BY SHAREHOLDERS WHO HAVE ALREADY ACCEPTED THE F&N OFFER.
In accordance with Rule 20.1 of the Code, the F&N Offer will remain open for acceptance until 5.30 p.m. (Singapore time) on 4 February 2013 or such later date(s) as may be announced from time to time by or on behalf of the Offeror.
Accordingly, the F&N Offer shall close at 5.30 p.m. (Singapore time) on 4 February 2013 or such later date(s) as may be announced from time to time by or on behalf of the Offeror.
Further details relating to the terms of the revised F&N Offer are set out in the Revision of F&N Offer Announcement.
If you are in doubt about the F&N Offer or the action you should take, you should consult your own stockbroker, bank manager, solicitor or other professional adviser immediately.
Save as disclosed herein, the Offer Document and the announcements made in relation to the F&N Offer (including the Revision of F&N Offer Announcement), and save for information relating to the Offeror and the F&N Offer that is publicly available, there has been no material change in any information previously published by or on behalf of the Offeror during the period commencing 11 September 2012 (being the date of the Holding Announcement) and ending on the date of this letter and all the other terms and conditions of the F&N Offer as set out in the Offer Document remain unchanged.
Yours faithfully
United Overseas Bank Limited DBS Bank Ltd. Morgan Stanley Asia (Singapore) Pte.
For and on behalf of TCC Assets Limited 21 January 2013
RESPONSIBILITY STATEMENT The Directors and shareholders of the Offeror (including those who may have delegated detailed supervision of this letter) have taken all reasonable care to ensure that the facts stated and opinions expressed in this letter are fair and accurate and that there are no other material facts not contained in this letter, the omission of which would make any statement in this letter misleading. Where any information has been extracted or reproduced from published or otherwise publicly available sources or obtained from the Company, the sole responsibility of the Directors and shareholders of the Offeror has been to ensure through reasonable enquiries that such information is accurately extracted from such sources or, as the case may be, refl ected or reproduced in this letter. The Directors and shareholders of the Offeror jointly and severally accept responsibility accordingly.