News

Sale of interest in RE Properties Pte Ltd

Singapore,  05 February, 2004 



The Board of Directors of CapitaLand Limited (the "Company") wishes toannounce that on 5 February 2004, Birchvest Investments Pte Ltd (the "Vendor"), a subsidiary of the Company, amongst others, entered into a conditional sale and purchase agreement (the "Agreement") with Ngee Ann Development Pte Ltd (the "Purchaser") for the sale (the "Transaction") by the Vendor to the Purchaser of the entire issued ordinary share capital (the "Sale Shares") of RE Properties Pte Ltd ("RE Properties"), which owns 268 Orchard Road, Singapore (the "Property"). 268 Orchard Road is a freehold 20-storey commercial building fronting Orchard Road, with a net lettable area of approximately 132,605 square feet.

The completion date of the Transaction is 31 March 2004 or such other date as the parties may agree in writing (the "Completion Date"). Upon completion of the Transaction, RE Properties will cease to be an indirect wholly-owned subsidiary of the Company.

The consideration for the Sale Shares (the "Consideration") shall be the net asset value of RE Properties as at the Completion Date (the "NAV") determined in accordance with the terms of the Agreement. The Consideration was arrived at on a willing buyer and a willing seller basis, taking into account an agreed value of S$135.0 million for the Property.

The net asset value of RE Properties as at 31 December 2003, excluding loans of S$16.4 million owing by a related corporation of the Vendor, CapitaLand (Office) Investments Pte Ltd, and S$3.0 million by Baronet Limited to RE Properties (the "Loans"), is S$132.3 million. The Loans will be settled on or before the Completion Date.

The Consideration shall be satisfied in cash. A deposit of S$13.5 million (the"Deposit") has been paid by the Purchaser on the date of the Agreement. Aprovisional consideration of S$135.0 million (the "Provisional Consideration") less the Deposit is payable by the Purchaser on the Completion Date, with the actual amount of the Consideration subject to adjustment upon determination of the NAV. In the event that:

(i) the Consideration is higher than the Provisional Consideration, thedifference shall be promptly paid in cash by the Purchaser to the Vendornot later than 10 days after the NAV has been confirmed or such otherdate as may be agreed (the "Closing Adjustment Date"); or

(ii) the Consideration is lower than the Provisional Consideration, thedifference shall be promptly paid in cash by the Vendor to the Purchasernot later than the Closing Adjustment Date.

The completion of the Transaction is subject to satisfactory fulfilment ofconditions precedent in the Agreement including, inter alia, the Purchaser being satisfied with the replies to the legal requisitions in respect of the Property.

The Transaction is not expected to have any material impact on the net tangible asset value or earnings per share of the Company for the financial year ending 31 December 2004.

The Transaction is consistent with the Company's stated objective of monetising its lower-yielding assets. The proceeds from the Transaction will be channelled, inter alia, to higher-yielding investments to enhance shareholders' value.

None of the Directors or controlling shareholders of the Company has anyinterest, direct or indirect, in the Transaction.