Skip to main content

AI assistant

Sign in to chat with this filing

The assistant answers questions, extracts KPIs, and summarises risk factors directly from the filing text.

SPINDEX INDUSTRIES LIMITED M&A Activity 2025

Nov 10, 2025

67622_rns_2025-11-10_68721fad-84f4-4d5e-af9b-afa24449bd27.pdf

M&A Activity

Open in viewer

Opens in your device viewer

==> picture [166 x 29] intentionally omitted <==

SPINDEX INDUSTRIES LIMITED

(Incorporated in the Republic of Singapore) (Company Registration No.: 198701451M)

PROPOSED ACQUISITION BY SKYLINE II PTE. LTD. OF ALL THE SHARES IN THE ISSUED SHARE CAPITAL OF SPINDEX INDUSTRIES LIMITED BY WAY OF A SCHEME OF ARRANGEMENT

NOTICE OF FIRST COURT HEARING DATE

1. INTRODUCTION

The Board of Directors (the “ Board ”) of Spindex Industries Limited (the “ Company ”) refers to the joint announcement issued on 26 September 2025 (the “ Joint Announcement ”) made by the Company and Skyline II Pte. Ltd. (the “ Offeror ”) for the proposed acquisition (the " Proposed Acquisition ") by the Offeror of all of the issued shares in the capital of the Company (the " Shares ") held by the shareholders of the Company (the " Shareholders "), by way of a scheme of arrangement (the " Scheme ") in accordance with Section 210 of the Companies Act 1967 of Singapore and the Singapore Code on Take-overs and Mergers.

Unless otherwise defined herein, capitalised terms used in this announcement (the “ Announcement ”) shall bear the same meaning ascribed to it in the Joint Announcement.

2. NOTICE OF COURT HEARING DATE TO CONVENE THE SCHEME MEETING

As stated in the Joint Announcement, the Scheme is required to be approved by a majority in number of Shareholders present and voting, either in person or by proxy, at a meeting of the Shareholders to be convened pursuant to the order of the Court (the “ Court Meeting ”), with such majority holding not less than three-fourths in value of the Shares voted at the Court Meeting.

Leave of the High Court of the Republic of Singapore (the " Court ") is required to convene the Court Meeting. In this regard, an application in HC/OA 1249/2025 (the “ Application ”) has been filed with the Court for leave to convene the Court Meeting in the manner set out in the Application.

The Board wishes to announce that the Court has directed that the Application be fixed for hearing at 10.00 a.m. on 21 November 2025[1] .

Further information on the Scheme (including the expected timeline for the Scheme) will be set out in the Scheme Document to be issued by the Company to Shareholders in due course.

1 Any Shareholder who wishes to attend the hearing in respect of the Application is requested to inform the Company’s solicitors, Shook Lin & Bok LLP of 1 Robinson Road #18-00, AIA Tower, Singapore 048542 by way of notice in writing of his/her intention to do so by no later than 4:00 p.m. on 17 November 2025 at the following e-mail address: [email protected]. The written notice should include the following information: (a) full name of the person attending the hearing; (b) if the person attending is not a Shareholder, the full name of the Shareholder whom said person is representing; and (c) whether the person attending intends to support or object to the Application and make oral submissions at the hearing and, if so, an estimate of the time required for oral submissions. Please note that any oral submission to be made by any Shareholder at the hearing (and the duration thereof) is subject to the Court’s discretion.

3. DIRECTORS’ RESPONSIBILITY STATEMENT

The Directors of the Company (including any who may have delegated detailed supervision of the preparation of this Announcement) have taken all reasonable care to ensure that the facts stated and all opinions expressed in this Announcement (excluding information relating to the Offeror or any opinion expressed by the Offeror) are fair and accurate and that no material facts have been omitted from this Announcement, the omission of which would make any statement in this Announcement misleading, and the Directors of the Company jointly and severally accept responsibility accordingly.

Where any information in this Announcement has been extracted or reproduced from published or otherwise publicly available sources or obtained from the Offeror, the sole responsibility of the Directors of the Company has been to ensure that, through reasonable enquiries, such information is accurately extracted from such sources or, as the case may be, reflected or reproduced in this Announcement. The Directors of the Company do not accept any responsibility for any information relating to the Offeror or any opinion expressed by the Offeror.

4. CAUTIONARY STATEMENT

Shareholders and potential investors are advised to read this Announcement and any further announcements by the Company carefully. Shareholders and potential investors of the Company are advised to refrain from taking any action in relation to their Shares which may be prejudicial to their interests until they or their advisers have considered the information and the recommendations of the Independent Directors on the Scheme as well as the advice of the IFA set out in the Scheme Document. Persons who are in doubt as to the action they should take should consult their stockbroker, bank manager, solicitor or other professional advisers.

BY ORDER OF THE BOARD

Tan Choo Pie @ Tan Chang Chai Chairman 10 November 2025