Offer Document
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INVITATION IN RESPECT OF 52,000,000 NEW SHARES COMPRISING: (i) 2,500,000 Offer Shares at S$0.225 for each Offer Share by way of public offer; and (ii) 49,500,000 Placement Shares at S$0.225 for each Placement Share by way of placement, comprising: (a) 45,000,000 Placement Shares at S$0.225 for each Placement Share; and (b) 4,500,000 Reserved Shares at S$0.225 for each Reserved Share reserved for subscription by our Directors, SANLI ENVIRONMENTAL LIMITED employees and business associates who have contributed AN ENVIRONMENTAL ENGINEERING COMPANY (Incorporated in the Republic of Singapore on 27 February 2017) to the success of our Group, (Company Registration Number: 201705316M) payable in full on application. SANLI ENVIRONMENTAL LIMITED IN THE FIELD OF WATER AND WASTE MANAGEMENT (Incorporated in the Republic of Singapore on 27 February 2017) (Company Registration Number: 201705316M) OFFER DOCUMENT DATED 30 MAY 2017 The registration of this Offer Document by the SGX-ST does not imply that the Securities and Futures Act (Chapter 289) of Singapore, or any other legal or 15 Kian Teck Drive (Registered by the Singapore Exchange Securities Trading Limited acting as agent on regulatory requirements, or requirements under the SGX-ST’s listing rules, behalf of the Monetary Authority of Singapore on 30 May 2017) have been complied with. Singapore 628832 CORPORATE PROFILE OUR BUSINESS SEGMENTS This document is important. If you are in any doubt as to the action you should Acceptance of applications will be conditional upon the issue of the New Tel: (65) 6578 9269 take, you should consult your legal, financial, tax, or other professional Shares and upon permission being granted by the SGX-ST for the listing and adviser(s). quotation of all the existing issued Shares of our Company and the New Shares on Catalist. Monies paid in respect of any application accepted will be returned An application has been made by SAC Capital Private Limited (the “Sponsor” to you at your own risk, without interest or any share of revenue or other benefit We are an environmental engineering company ENGINEERING, PROCUREMENT AND CONSTRUCTION and “Issue Manager”) to the Singapore Exchange Securities Trading Limited arising therefrom, if the admission and listing do not proceed, and you will not (the “SGX-ST”) for permission to deal in and for quotation of all the ordinary with more than ten years of experience and have • We provide engineering, procurement and construction services have any claims against us or the Sponsor, Issue Manager, Underwriter and within the field of water and waste management. shares (the “Shares”) in the capital of Sanli Environmental Limited (the Placement Agent (as defined herein). completed more than 1,000 projects, in the field of “Company”) already issued and the new Shares (the “New Shares”) which • Our services include process upgrading of existing water treatment After the expiration of six months from the date of registration of this Offer water and waste management. are the subject of this Invitation (as defined herein) on Catalist. The dealing in plants, upgrading of pumping station capacities, replacement of aged Document, no person shall make an offer of securities, or allot, issue or sell and quotation of our Shares and the New Shares will be in Singapore dollars. M&E equipment, and design and build of various treatment process any securities, on the basis of this Offer Document; and no officer or equivalent Our expertise is in the design, supply, delivery, Companies listed on Catalist may carry higher investment risk when compared person or promoter of our Company will authorise or permit the offer of any systems. with larger or more established companies listed on the Main Board of the securities or the allotment, issue or sale of any securities, on the basis of this installation, commissioning, maintenance, repair • Contracts are usually between one to three years in duration. SGX-ST. In particular, companies may list on Catalist without a track record of Offer Document. and overhaul of mechanical and electrical (M&E) profitability and there is no assurance that there will be a liquid market in the • WATER MANAGEMENT shares or units of shares traded on Catalist. You should be aware of the risks of Investing in our Shares involves risks which are described in the “RISK equipment as well as instrumentation and control Engineering solutions and services for the treatment of raw investing in such companies and should make the decision to invest only after FACTORS” section of this Offer Document. In particular, we depend systems in wastewater treatment plants, water water and used water. careful consideration and, if appropriate, consultation with your professional substantially on demand from the public sector for a major part of our revenue. adviser(s). In FY2014, FY2015, FY2016 and 9M2017, our revenue from our largest customer, reclamation plants, NEWater plants, waterworks, • WASTE MANAGEMENT PUB, accounted for approximately 75.8%, 78.2%, 85.7% and 99.0% respectively service reservoirs, pumping stations and Engineering solutions and services for the treatment of refuse This Invitation is made in or accompanied by this Offer Document that has been of our Group’s revenue. Please refer to the “RISK FACTORS” section of this registered by the SGX-ST acting as agent on behalf of the Monetary Authority Offer Document for further details. incineration plants. in incineration plants. of Singapore (the “Authority”). We have not lodged or registered this Offer Document in any other jurisdiction. Our business is divided into two main business OPERATIONS AND MAINTENANCE Neither the Authority nor the SGX-ST has examined or approved the contents of this Offer Document. Neither the Authority nor the SGX-ST assumes any Sponsor, Issue Manager, Underwriter and Placement Agent segments: • We provide corrective and preventive maintenance services to responsibility for the contents of this Offer Document, including the correctness (a) Engineering, Procurement and Construction; ensure reliability and minimal disruptions to customers’ operations. of any of the statements or opinions made or reports contained in this Offer • Contracts are usually between two to three years in duration. Document. The SGX-ST does not normally review the application for admission and to Catalist but relies on the Sponsor confirming that the listing applicant is SAC CAPITAL PRIVATE LIMITED (b) Operations and Maintenance. suitable to be listed and complies with the Catalist Rules. Neither the Authority (Incorporated in the Republic of Singapore) nor the SGX-ST has in any way considered the merits of the New Shares being (Company Registration Number: 200401542N) offered for investment. INVITATION IN RESPECT OF 52,000,000 NEW SHARES COMPRISING: (i) 2,500,000 Offer Shares at S$0.225 for each Offer Share by way of public offer; and (ii) 49,500,000 Placement Shares at S$0.225 for each Placement Share by way of placement, comprising: (a) 45,000,000 Placement Shares at S$0.225 for each Placement Share; and (b) 4,500,000 Reserved Shares at S$0.225 for each Reserved Share reserved for subscription by our Directors, SANLI ENVIRONMENTAL LIMITED employees and business associates who have contributed AN ENVIRONMENTAL ENGINEERING COMPANY (Incorporated in the Republic of Singapore on 27 February 2017) to the success of our Group, (Company Registration Number: 201705316M) payable in full on application. SANLI ENVIRONMENTAL LIMITED IN THE FIELD OF WATER AND WASTE MANAGEMENT (Incorporated in the Republic of Singapore on 27 February 2017) (Company Registration Number: 201705316M) OFFER DOCUMENT DATED 30 MAY 2017 The registration of this Offer Document by the SGX-ST does not imply that the Securities and Futures Act (Chapter 289) of Singapore, or any other legal or 15 Kian Teck Drive (Registered by the Singapore Exchange Securities Trading Limited acting as agent on regulatory requirements, or requirements under the SGX-ST’s listing rules, behalf of the Monetary Authority of Singapore on 30 May 2017) have been complied with. Singapore 628832 CORPORATE PROFILE OUR BUSINESS SEGMENTS This document is important. If you are in any doubt as to the action you should Acceptance of applications will be conditional upon the issue of the New Tel: (65) 6578 9269 take, you should consult your legal, financial, tax, or other professional Shares and upon permission being granted by the SGX-ST for the listing and adviser(s). quotation of all the existing issued Shares of our Company and the New Shares on Catalist. Monies paid in respect of any application accepted will be returned An application has been made by SAC Capital Private Limited (the “Sponsor” to you at your own risk, without interest or any share of revenue or other benefit We are an environmental engineering company ENGINEERING, PROCUREMENT AND CONSTRUCTION and “Issue Manager”) to the Singapore Exchange Securities Trading Limited arising therefrom, if the admission and listing do not proceed, and you will not (the “SGX-ST”) for permission to deal in and for quotation of all the ordinary with more than ten years of experience and have • We provide engineering, procurement and construction services have any claims against us or the Sponsor, Issue Manager, Underwriter and within the field of water and waste management. shares (the “Shares”) in the capital of Sanli Environmental Limited (the Placement Agent (as defined herein). completed more than 1,000 projects, in the field of “Company”) already issued and the new Shares (the “New Shares”) which • Our services include process upgrading of existing water treatment After the expiration of six months from the date of registration of this Offer water and waste management. are the subject of this Invitation (as defined herein) on Catalist. The dealing in plants, upgrading of pumping station capacities, replacement of aged Document, no person shall make an offer of securities, or allot, issue or sell and quotation of our Shares and the New Shares will be in Singapore dollars.