General announcement:: DEED OF EARLY PARTIAL REDEMPTION AND AMENDMENT OF THE TERMS AND CONDITIONS OF THE CONVERTIBLE BONDS
CLEARBRIDGE HEALTH LIMITED
(Company registration number: 201001436C)
(Incorporated in the Republic of Singapore)
- PARTIAL EARLY REDEMPTION OF CONVERTIBLE BONDS
- ACT AMENDING THE TERMS AND CONDITIONS OF CONVERTIBLE BONDS
Unless otherwise defined, capitalized terms used herein will have the same meaning ascribed to them in the Company’s announcements dated January 31, 2019, February 8, 2019, February 26, 2019, March 8, 2019, April 25 2019, May 17, 2019, August 1, 2019 and August 15, 2019 concerning the Convertible Bonds (“Advertisement“).
PARTIAL EARLY REDEMPTION OF CONVERTIBLE BONDS
Following the Announcements, the Board wishes to announce that the Company has today issued a notice to holders of Convertible Bonds (“Bondholders“) under which the Company will partially reimburse on a pro rata on the basis of S $ 3,525,000 in principal of the Convertible Bonds on October 8, 2021 in accordance with the terms and conditions of the Convertible Bonds (the “Partial early repayment“). The Partial Early Repayment will be financed from the Group’s internal resources.
As of the date of this announcement, the unpaid principal amounts of the Series 1 Convertible Bonds and the Series 2 Convertible Bonds are respectively S $ 5,550,000 and S $ 1,500,000. After the completion of the partial prepayment, the principal amounts of the Series 1 Convertible Bonds and Series 2 Convertible Bonds remaining outstanding will be S $ 2,775,000 and S $ 750,000, respectively (each on “Outstanding Series 1 Convertible Bonds” and the “Outstanding Series 2 Convertible Bonds“, and collectively, the”Convertible bonds in circulation“). Based on the adjusted conversion price of S $ 0.14, up to 25,178,571 conversion shares will be allotted and issued by the Company upon conversion of all outstanding convertible bonds.
ACT AMENDING THE TERMS AND CONDITIONS OF CONVERTIBLE BONDS
The Company and the Bondholders had also, today, concluded an amending act (the “Amendment act“) to modify certain terms and conditions of the Convertible Bonds, including, but not limited to:
- vary the face value of the Convertible Bonds from S $ 50,000 to S $ 25,000 to facilitate the Partial Early Redemption and the reduced holdings of the Bondholders at the end of the Partial Early Redemption, and
- to extend the Maturity Date of the Convertible Bonds in circulation by two (2) additional years, subject to the completion of the Partial Early Redemption (the “Extension“).
Consequently, upon completion of the Partial Early Redemption, the Maturity Date of the outstanding Convertible Bonds Series 1 and the outstanding Convertible Bonds Series 2 will be March 8, 2024 and May 17, 2024, respectively.
JUSTIFICATION FOR EARLY PARTIAL REPAYMENT AND EXTENSION
The Board is of the opinion that the Partial Early Redemption and the Extension are in the best interest of the Group because the Partial Early Redemption allows the Group to reduce its interest payment obligations arising from the Convertible Bonds, while the Extension offers flexibility. financial support to the Group for the expansion of its activities, which can be undertaken through organic growth or through investments, joint ventures, strategic collaborations and mergers and acquisitions.
INTERESTS OF DIRECTORS AND SIGNIFICANT SHAREHOLDERS
With the exception of Yee Pinh Jeremy and Chen Johnson, who are holders of the Convertible Bonds, none of the Directors, and to the knowledge of the Directors, none of the significant shareholders of the Company or any of their respective partners, has ever ‘interest, direct or indirect, in the Partial Early Redemption and the Amendment, other than through their respective holdings in the Company (if applicable).
DOCUMENT AVAILABLE FOR INSPECTION
A copy of the amendment act is available for inspection from 9:00 a.m. to 5:30 p.m.1 at the registered office of the Company for a period of three (3) months from the date of this announcement.
BY ORDER OF THE COUNCIL
Andrew John Lord
Independent lead director
September 17, 2021
This announcement has been prepared by the Company and has been reviewed by the Company’s sponsor, United Overseas Bank Limited (the “Sponsor“), to comply with Rules 226 (2) (b) and 753 (2) of the Singapore Exchange Securities Trading Limited (“SGX-ST“) Listing Manual Section B: Rules of Catalist. This listing has not been reviewed or approved by SGX-ST. SGX-ST assumes no responsibility for the content of this listing, including the accuracy of any statement or opinion made or reports contained in this announcement.The contact person for the Sponsor is Mr. David Tham, Senior Director, Equity Capital Markets, who can be contacted at 80 Raffles Place, # 03-03 UOB Plaza 1, Singapore 048624, phone: +65 6533 9898.
1 A prior appointment with the Company is required. Please contact the Company’s Investor Relations team on +65 6251 0136 or by email: [email protected].
Clearbridge Health Ltd. published this content on September 17, 2021 and is solely responsible for the information it contains. Distributed by Public, unedited and unmodified, on September 17, 2021 09:01:04 PM UTC.
Public now 2021
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