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ICP LTD. Delisting Announcement 2025

Jul 2, 2025

67733_rns_2025-07-02_da3d86bf-fd87-4682-897a-765afe6e92d4.pdf

Delisting Announcement

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ICP LTD. (Incorporated in the Republic of Singapore) (Company Registration No.: 196200234E)

THE PROPOSED VOLUNTARY DELISTING OF ICP LTD. FROM THE OFFICIAL LIST OF THE CATALIST BOARD OF THE SGX-ST PURSUANT TO RULES 1307 AND 1308 OF THE SGX-ST LISTING MANUAL SECTION B: RULES OF CATALIST

DATE OF DELISTING FROM THE OFFICIAL LIST OF THE CATALIST BOARD OF THE SGX-ST

1. INTRODUCTION

  • 1.1 The board of directors (the " Board " or " Directors ") of ICP Ltd. (the " Company ") refers to:

  • (a) the joint announcement dated 19 April 2025 issued by Mr. Aw Cheok Huat (the " Offeror ") and the Company, stating that the Offeror has presented to the Board a formal proposal (the " Delisting Proposal ") to seek the voluntary delisting of the Company (the " Delisting ") from the Official List of the Catalist Board of the Singapore Exchange Securities Trading Limited (the " SGX-ST ") pursuant to Rules 1307 and 1308 of the SGX-ST Listing Manual Section B: Rules of Catalist and the exit offer (the " Exit Offer "), in cash at S$0.009 per Offer Share (as defined below) to acquire all the issued and paid-up ordinary shares in the capital of the Company other than those already owned, controlled or agreed to be acquired by the Offeror and the parties acting in concert with him as at the date of the Exit Offer (the " Offer Shares ");

  • (b) the exit offer letter dated 16 May 2025 in connection with the Exit Offer issued by the Offeror, together with the Acceptance Forms;

  • (c) the delisting circular dated 16 May 2025 issued by the Company to the shareholders of the Company in connection with the Exit Offer and the Delisting (the " Circular ");

  • (d) the announcement released by the Company dated 9 June 2025 in relation to the results of the extraordinary general meeting held by the Company on the same day;

  • (e) the announcement released by the Offeror dated 9 June 2025 in relation to inter alia , the Exit Offer being declared unconditional in all respects;

  • (f) the announcement released by the Company dated 20 June 2025 in relation to, inter alia , the receipt of a no-objection letter from the SGX-ST stating that, subject to the satisfaction of certain conditions, it has no objections to the Delisting (the " Delisting Approval ");

  • (g) the announcement released by the Company dated 23 June 2025 in relation to the satisfaction of all the conditions imposed by the SGX-ST in granting the Delisting Approval; and

  • (h) the announcement released by the Offeror dated 23 June 2025 in relation to the close of the Exit Offer and the level of acceptances of the Exit Offer.

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  • 1.2 Unless otherwise defined, capitalised terms used in this announcement (the " Announcement ") shall bear the same meanings as set out in the Circular.

2. DATE OF DELISTING FROM OFFICIAL LIST OF CATALIST BOARD OF SGX-ST

The Board wishes to announce that the Company will be delisted from the Official List of the Catalist Board of the SGX-ST with effect from 9.00 a.m. on 4 July 2025.

3. DIRECTORS' RESPONSIBILITY STATEMENT

The directors of the Company (including any who may have delegated supervision of this Announcement) have taken all reasonable care to ensure the facts stated and all opinions expressed herein (other than those relating to the Delisting Proposal and the Exit Offer, the Offeror and persons acting in concert with him, including the Relevant Persons, each as defined in the Circular) are fair and accurate, and where appropriate, no material facts have been omitted, the omission of which would make any statement in this Announcement misleading and they hereby collectively and individually accept full responsibility.

Where information in this Announcement has been extracted from published or otherwise publicly available sources or obtained from a named source, the sole responsibility of the directors of the Company has been to ensure that such information has been accurately and correctly extracted from those sources and/or reproduced in this Announcement in its proper form and context.

By Order of the Board

Ong Min'er Financial Controller

2 July 2025


This announcement has been reviewed by the Company's sponsor, RHT Capital Pte. Ltd. (the " Sponsor "). It has not been examined or approved by the Singapore Exchange Securities Trading Limited (the " Exchange ") and the Exchange assumes no responsibility for the contents of this announcement, including the correctness of any of the statements or opinions made or reports contained in this announcement.

The contact person for the Sponsor is Mr. Khong Choun Mun at 36 Robinson Road, #10-06 City House, Singapore 068877, Email: [email protected].

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