Asiasec Properties Limited — Proxy Solicitation & Information Statement 2013

Jul 29, 2013

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.

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LIPPO LIMITED LIPPO CHINA RESOURCES LIMITED 力寶有限公司 力寶華潤有限公司

(Incorporated in Hong Kong with limited liability) (Incorporated in Hong Kong with limited liability) (Stock code: 226) (Stock code: 156)

OVERSEAS REGULATORY ANNOUNCEMENT

This announcement is made pursuant to Rule 13.10(B) of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited.

The attached document has been released by Auric Pacific Group Limited (“Auric”) on the Singapore Exchange Securities Trading Limited (“SGX”). Auric, in which Lippo China Resources Limited (“LCR”) (a subsidiary of Lippo Limited (“Lippo”)) is interested in approximately 49.3 per cent. of its issued share capital, is a company listed on the SGX.

Hong Kong, 29th July, 2013

As at the date of this announcement, the board composition of each of Lippo and LCR is as follows:

Lippo LCR Executive Directors: Executive Directors: Mr. Stephen Riady (Chairman) Mr. Stephen Riady (Chairman) Mr. John Luen Wai Lee (Managing Mr. John Luen Wai Lee Director and Chief Executive Officer) (Chief Executive Officer) Mr. Jark Pui Lee Non-executive Director: Non-executive Director: Mr. Leon Nim Leung Chan Mr. Leon Nim Leung Chan Independent Non-executive Directors: Independent Non-executive Directors: Mr. Edwin Neo Mr. Edwin Neo Mr. King Fai Tsui Mr. King Fai Tsui Mr. Victor Ha Kuk Yung Mr. Victor Ha Kuk Yung

MISCELLANEOUS

	Tweet 0 0 MISCELLANEOUS :: VOLUNTARY UNCONDITIONAL CASH OFFER BY DMG & PARTNERS SECURITIES PTE LTD FOR AND ON BEHALF OF APG STRATEGIC INVESTMENT PTE. LTD. AN INDIRECT WHOLLY-OWNED SUBSIDIARY OF AURIC PACIFIC GROUP LIMITED TO ACQUIRE ALL THE ISSUED AND PAID-UP ORDINARY SHARES IN THE CAPITAL OF FOOD JUNCTION HOLDINGS LIMITED OTHER THAN TREASURY SHARES - DESPATCH OF OFFEREE CIRCULAR Asterisks denote mandatory information_ Name of Announcer AURIC PACIFIC GROUP LIMITED Company Registration No. 198802981D Announcement submitted on behalf of DMG & PARTNERS SECURITIES PTE LTD Announcement is submitted with respect to AURIC PACIFIC GROUP LIMITED *Announcement is submitted by * TAN T'ENG TA' BENEDICT Designation COMPANY SECRETARY *Date & Time of Broadcast 29-Jul-2013 08:41:17 Announcement No. 00009 >> ANNOUNCEMENT DETAILS _The details of the announcement start here ... Announcement Title Voluntary Unconditional Cash Offer by DMG & Partners Securities Pte Ltd for and on behalf of APG Strategic Investment Pte. Ltd. an indirect wholly-owned subsidiary of Auric Pacific Group Limited to acquire all the issued and paid-up ordinary shares in the capital of Food Junction Holdings Limited other than treasury shares - Despatch of Offeree Circular Description PLEASE SEE ATTACHED. Attachments* Despatch_of_Offeree_Circular_20130729.pdf Total size =191K (2048K size limit recommended) 讚好讚好	Tweet 0 0 MISCELLANEOUS :: VOLUNTARY UNCONDITIONAL CASH OFFER BY DMG & PARTNERS SECURITIES PTE LTD FOR AND ON BEHALF OF APG STRATEGIC INVESTMENT PTE. LTD. AN INDIRECT WHOLLY-OWNED SUBSIDIARY OF AURIC PACIFIC GROUP LIMITED TO ACQUIRE ALL THE ISSUED AND PAID-UP ORDINARY SHARES IN THE CAPITAL OF FOOD JUNCTION HOLDINGS LIMITED OTHER THAN TREASURY SHARES - DESPATCH OF OFFEREE CIRCULAR Asterisks denote mandatory information_ Name of Announcer AURIC PACIFIC GROUP LIMITED Company Registration No. 198802981D Announcement submitted on behalf of DMG & PARTNERS SECURITIES PTE LTD Announcement is submitted with respect to AURIC PACIFIC GROUP LIMITED *Announcement is submitted by * TAN T'ENG TA' BENEDICT Designation COMPANY SECRETARY *Date & Time of Broadcast 29-Jul-2013 08:41:17 Announcement No. 00009 >> ANNOUNCEMENT DETAILS _The details of the announcement start here ... Announcement Title Voluntary Unconditional Cash Offer by DMG & Partners Securities Pte Ltd for and on behalf of APG Strategic Investment Pte. Ltd. an indirect wholly-owned subsidiary of Auric Pacific Group Limited to acquire all the issued and paid-up ordinary shares in the capital of Food Junction Holdings Limited other than treasury shares - Despatch of Offeree Circular Description PLEASE SEE ATTACHED. Attachments* Despatch_of_Offeree_Circular_20130729.pdf Total size =191K (2048K size limit recommended) 讚好讚好
	**Announcement Title ***	Voluntary Unconditional Cash Offer by DMG & Partners Securities Pte Ltd for and on behalf of APG Strategic Investment Pte. Ltd. an indirect wholly-owned subsidiary of Auric Pacific Group Limited to acquire all the issued and paid-up ordinary shares in the capital of Food Junction Holdings Limited other than treasury shares - Despatch of Offeree Circular
	Description	PLEASE SEE ATTACHED.
	Attachments	Despatch_of_Offeree_Circular_20130729.pdf Total size =191K (2048K size limit recommended)

VOLUNTARY UNCONDITIONAL CASH OFFER

by

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DMG & PARTNERS SECURITIES PTE LTD

(Incorporated in the Republic of Singapore) (Company Registration No. 198701140E)

for and on behalf of

APG STRATEGIC INVESTMENT PTE. LTD.

(Incorporated in the Republic of Singapore) (Company Registration No. 200516998E)

an indirect wholly-owned subsidiary of

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AURIC PACIFIC GROUP LIMITED

(Incorporated in the Republic of Singapore)

(Company Registration No. 198802981D)

to acquire all the issued and paid-up ordinary shares in the capital of

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FOOD JUNCTION HOLDINGS LIMITED

(Incorporated in the Republic of Singapore) (Company Registration No. 200003470N)

other than treasury shares and those already owned, controlled or agreed to be acquired by Auric Pacific Group Limited and its subsidiaries

DESPATCH OF OFFEREE CIRCULAR

Unless otherwise defined herein, capitalized terms in this announcement (the “ Announcement ”) shall bear the meanings ascribed to them in the Offer Document dated 12 July 2013.

1. INTRODUCTION

The Offer. DMG & Partners Securities Pte Ltd (“ DMG ”) refers to the offer document dated 12 July 2013 (the “ Offer Document ”) in relation to the voluntary unconditional cash offer (the “ Offer ”) by APG Strategic Investment Pte. Ltd. (the “ Offeror ”), an indirect wholly-owned subsidiary of Auric Pacific Group Limited (“ Auric Pacific ”), to acquire all the issued and paid-up ordinary shares in the capital of Food Junction Holdings Limited (“ Food Junction ”) other than treasury shares and those already owned, controlled or agreed to be acquired by Auric Pacific and its subsidiaries.

2. DESPATCH OF OFFEREE CIRCULAR

As announced by the board of Food Junction on 26 July 2013, Food Junction has despatched a circular dated 26 July 2013 to its shareholders in relation to the Offer (the “ Offeree Circular ”).

The Offeree Circular contains

• the recommendation of the directors of Food Junction who are considered independent in relation to the Offer under the Code (“ Independent Board Committee ”); and

• the opinion of KPMG Corporate Finance Pte Ltd, the independent financial advisers appointed by the Independent Board Committee in relation to the Offer.

A soft copy of the Offeree Circular is available on the website of the Singapore Exchange Securities Trading Limited at www.sgx.com.

3. PROCEDURES FOR ACCEPTANCE OF THE OFFER

As set out in the Offer Document, the Closing Date of the Offer is 5.30 p.m. (Singapore time) on Wednesday, 14 August 2013 .

• 3.1. Acceptance Procedures. Shareholders who wish to accept the Offer but have not done so may do so by following the procedures for acceptance of the Offer set out in the Offer Document, the FAA and the FAT. Acceptances must be received by 5.30 p.m. (Singapore time) on the Closing Date.

• 3.2. Relevant Acceptance Forms and Offer Document. Shareholders who have not received or who have misplaced the Offer Document and/or the relevant acceptance forms should contact the CDP (if you are a Depositor) or M & C Services Private Limited (if you hold Shares in scrip form), as the case may be, at the addresses and telephone numbers set out below:

The Central Depository (Pte) Limited

4 Shenton Way #02-01 SGX Centre 2 Singapore 068807

The Receiving and Processing Agent M & C Services Private Limited 112 Robinson Road,#05-01 Singapore 068902

Tel: (65) 6535 7511

Tel: (65) 6227 6660

Electronic copies of the Offer Document, the FAA and/or the FAT are available on the website of (i) the SGX-ST at www.sgx.com; and (ii) Auric Pacific at www.auric.com.sg.

Shareholders who are in any doubt about the Offer should consult their stockbroker, bank manager, solicitor or other professional adviser immediately.

4. RESPONSIBILITY STATEMENT

The directors of the Offeror (including any who may have delegated detailed supervision of this Announcement) have taken all reasonable care to ensure that the facts stated and all opinions expressed in this Announcement are fair and accurate and that no material facts have been omitted from this Announcement, and accept responsibility accordingly.

Where any information has been extracted or reproduced from published or otherwise publicly available sources (including, without limitation, information relating to Food Junction and/or its subsidiaries), the sole responsibility of the Offeror has been to ensure, through reasonable enquiries, that such information is accurately and correctly extracted from such sources or, as the case may be, accurately and correctly reflected or reproduced in this Announcement in its proper form and context.

Issued by

DMG & PARTNERS SECURITIES PTE LTD

For and on behalf of

APG STRATEGIC INVESTMENT PTE. LTD.

29 July 2013

Any enquiries relating to this Announcement or the Offer should be directed to the following individuals during office hours:

Mr. Ng Boon Eng Mr. Clarence Chong Director Associate Director Tel No. : (65) 6232 3699 Tel No. : (65) 6535 8281 Fax No. : (65) 6533 1306 Fax No. : (65) 6533 1306