Asset Acquisitions and Disposals::ACQUISITION OF ORANGE VALLEY HEALT... Page 1 of 1

Asset Acquisitions and Disposals::ACQUISITION OF ORANGE VALLEY HEALTHCARE PTE. LTD.

Issuer & Securities

Issuer/ Manager PRESS HOLDINGS LIMITED

Securities SINGAPORE PRESS HLDGS LTD - SG1P66918738 - T39

Stapled Security No

Announcement Details

Announcement Title Asset Acquisitions and Disposals

Date & Time of Broadcast 25-Apr-2017 17:22:05

Status New

Announcement Sub Title ACQUISITION OF ORANGE VALLEY HEALTHCARE PTE. LTD.

Announcement Reference SG170425OTHR6GUL

Submitted By (Co./ Ind. Name) Khor Siew Kim

Designation Company Secretary

Description (Please provide a detailed The Announcement and Media Release are attached. description of the event in the box below)

Attachments SGX Annc - Orange Valley Healthcare 25.4.2017.pdf

Media Release - Orange Valley Healthcare 25.4.2017.pdf Total size =85K

http://infopub.sgx.com/Apps?A=COW_CorpAnnouncement_Content&B=Announce... 25/04/2017

SINGAPORE PRESS HOLDINGS LIMITED (Registration No: 198402868E) Incorporated in the Republic of Singapore

ACQUISITION OF ORANGE VALLEY HEALTHCARE PTE. LTD.

Pursuant to Rule 704(17)(c) of the Listing Manual, the Board of Directors of Limited ("SPH") wishes to announce that SPH and its wholly-owned subsidiary, Invest Healthcare Pte. Ltd. ("IHPL"), have today entered into and completed a share and intellectual property purchase agreement (the "Agreement") with Eldercare Holdings Pte. Ltd.

Further to the terms of the Agreement, IHPL has acquired 100% of the shares, comprising an aggregate of 11,200,001 ordinary shares ("Shares") in Orange Valley Healthcare Pte. Ltd. ("OVH"), and SPH has acquired all the registered trademarks used by OVH and all the intellectual property rights subsisting therein (the "Intellectual Property") (collectively, the "Transaction"), for a total consideration of approximately S$164 million (the "Consideration").

The Consideration was arrived at following arms’ length negotiations on a willing buyer-willing seller basis and taking into account various factors such as the assets, intellectual property rights, goodwill and business prospects of the OVH Group (as hereinafter defined). The pro-forma revalued consolidated net asset value of the OVH Group as at 31 March 2017 was approximately S$71 million.

OVH holds, directly or indirectly, 100% of the shares in five subsidiaries: Orange Valley Nursing Homes Pte. Ltd., Singapore Nutri-Diet Industries Pte. Ltd., Life-Medic Healthcare Supplies Pte. Ltd., Orange Valley 3-T Rehab Pte. Ltd and Orange Valley Properties Pte. Ltd (the “OVH Group”). The OVH Group operates nursing homes; provides a range of ancillary services like meal and catering, physiotherapy and rehabilitation; and supplies medical, nursing and healthcare equipment and consumables.

The Transaction is not expected to have a material effect on the net tangible assets or earnings per share of the SPH Group for the financial year ending 31 August 2017.

None of the directors of SPH or IHPL has any interest, direct or indirect, in the Transaction.

Issued by Singapore Press Holdings Limited Singapore, 25 April 2017

Media Release

SPH enters healthcare sector with acquisition of Orange Valley Healthcare

Singapore, 25 April 2017 - Singapore Press Holdings Limited (SPH) today announced its entry into the healthcare sector with the acquisition of Orange Valley Healthcare Pte Ltd (OV) at a consideration of approximately S$164m.

OV was established in 1993. SPH purchased the shares and intellectual property of OV from KV Asia Capital Pte Ltd, which acquired OV in April 2014.

OV, through several subsidiaries, operates a number of nursing homes and ancillary services like providing meal and catering services, offering physiotherapy and rehabilitation services, and supplying medical, nursing and healthcare equipment and consumables.

The proportion of population aged above 65 in Singapore is expected to double by 2030 to 900,000 from the current 450,000. This means 1 in 4 Singaporeans will be elderly, which will lead to strong demand for aged care services in the next decade. As family sizes shrink, there will be a surge of single elderly living alone. This will lead to increasing demand for quality aged care services across the spectrum from home care, community-based care to nursing homes.

Mr Alan Chan, CEO of SPH, said: "Singapore has a greying population with a need for long term medical care. The investment gives us an opportunity to contribute to the healthcare needs of our ageing community. We look forward to partnering the management and staff of Orange Valley to provide caring, competent and compassionate service to the elderly and their caregivers. We also look forward to

1

working with the Ministry of Health and the regional healthcare systems to improve the accessibility and quality of aged care in Singapore.”

Orange Valley Nursing Home currently runs five nursing homes island-wide with over 900 beds. Its homes are strategically located near major hospitals or housing estates with high density of senior population. They are in Changi, Clementi, Marsiling, Simei and Sims Avenue. The broad footprint across Singapore provides residents with abundant choices. Backed by an experienced management team and highly trained nursing workforce, OV also offers a wide spectrum of adjacent care services such as home care and respite care.

Mr Karam Butalia, Executive Chairman of KV Asia Capital, said:"Orange Valley has been providing Singaporeans with a one-stop comprehensive eldercare service for more than 20 years. We trust that SPH will help solidify its position as the pre-eminent provider of high quality nursing care in Singapore, and bring its holistic and integrated healthcare service to a higher level."

Issued by Singapore Press Holdings Ltd Co. Regn. No. 198402868E For more information, please contact:

Chin Soo Fang Head Corporate Communications & CSR Singapore Press Holdings Tel: 6319 1216 Email: [email protected]

About Singapore Press Holdings Ltd

Incorporated in 1984, main board-listed Singapore Press Holdings Ltd (SPH) is Asia’s leading media organisation, engaging minds and enriching lives across multiple languages and platforms.

Media The English/Malay/Tamil Media group (EMTM) comprises the print and digital operations of , The Business Times, , Berita Harian and their respective student publications. It also includes subsidiaries Ltd, which publishes Tamil Murasu and tabla!; book publishing arm Straits Times Press; SPH Data Services, which licenses the use of the in partnership with the and FTSE-Russell Ltd; financial data company ShareInvestor; the two English stations of SPH Radio - Kiss92 and ONE FM 91.3, and SPH Golf (including SPH Pacom Ltd).

2

The Chinese Media group (CMG) publishes three Chinese newspapers in print and digital format - , and ; four student weeklies - zbCOMMA, , Thumbs Up Junior and Thumbs Up Little Junior, and ZBBZ Newsgazine. It also operates SPH Radio's Chinese radio station, UFM100.3, and Focus Publishing, which produces a range of books and magazines including U-Weekly.

SPH's other new media initiatives include , Stomp, zaobao.sg, zaobao.com and SPH Razor.

On an average day, 2.5 million* individuals or 59 per cent of people above 15 years old, read one of SPH's news publications in print copies or one of our digital platforms. (* Nielsen Media Index 2016, Monday-Sunday, read any SPH newspapers in print or digital format)

SPH Magazines, SPH's wholly-owned subsidiary, publishes and produces about 100 magazine titles and has various online sites, like hardwarezone.com, herworldplus.com and luxuryinsider.com in Singapore and the region, covering a broad range of interests from lifestyle to information technology. It has also invested in digital newsstand Magzter.

SPH also provides out-of-home (OOH) advertising options where it manages large format screens and static billboards at key locations in the Central Business District, , City Fringe as well as major heartland hubs.

SPH Buzz is a modern retail convenience chain with a network of stores around the island.

SPH has a 20 per cent stake in TV Holdings Pte Ltd, which operates free-to-air channels 5, 8 and U, and a 40 per cent stake in MediaCorp Press Limited, which publishes the free newspaper, Today.

Properties SPH REIT is a Singapore-based REIT established to invest in a portfolio of income-producing real estate primarily for retail purposes. SPH REIT comprises Paragon, a premier upscale retail mall and medical suite/office property in Orchard Road and The , a mid-market suburban mall in the centre of Clementi town.

The , located in Sengkang, is SPH's latest retail development. This property is a potential asset to be injected into SPH REIT. SPH’s wholly-owned subsidiary, Times Development Pte Ltd, also developed a 43-storey upmarket residential condominium, Sky@eleven, at Thomson Road.

Other Businesses

Online Classified SPH’s online classifieds include the leading online marketplace for jobs (STJobs, FastJobs), property (STProperty), cars (STCars) and general classifieds (STClassifieds, Trezo), sgCarMart and StreetSine.

SPH's regional joint venture online classified business has a number of leading online classified sites in the region.

Events and Exhibitions Sphere Exhibits, Sphere Conferences, Exhibits Inc and Bizlink Exhibition Services organise innovative consumer and trade events and exhibitions as well as large scale conferences in Singapore and the region.

Education SPH has a 22 per cent stake in preschool and enrichment provider MindChamps.

For more information, please visit www.sph.com.sg..

3