Thomson Medical Group Ltd. · SGX:A50
Thomson Medical — Shareholder Meeting (December 2018)
12 slides from Thomson Medical's shareholder meeting presentation, Dec 4, 2018
Slide 1: Extraordinary General Meeting: Proposed Distribution in Specie
THOMSON MEDICAL GROUP LIMITED Extraordinary General Meeting PROPOSED DISTRIBUTION IN SPECIE Tuesday, 4 December 2018
Slide 2: Disclaimer
Disclaimer NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF THAT JURISDICTION. THIS ANNOUNCEMENT SHALL NOT CONSTITUTE AN OFFER TO SELL OR A SOLICITATION OF AN OFFER TO BUY SECURITI
Slide 3: Contents
Contents Overview of Proposed Distribution Rationale for Proposed Distribution Unlisted RSP Holdings Shares Key Indicative Dates and Timeline
Slide 4: Proposed Distribution by way of Capital Reduction and Proposed Further Capital Reduction
Proposed Distribution by way of Capital Reduction and Proposed Further Capital Reduction Distribution of Real Estate Business via distribution in specie (DIS) of RSPH Resolution 1: Shares by way of Capital Reduction Proposed Distribution DIS of RSPH Shares to Entitled Shareholders in proportion
Slide 5: Overview of Proposed Distribution
Overview of Proposed Distribution Entitled Shareholders to receive 1 RSPH share for every 1 TMG share they hold as at the Books Closure Date. NO PAYMENT is required to receive the RSPH shares. 100% of TMG’s shareholding in RSPH will be distributed to Entitled Shareholders. Before DIS After DIS
Slide 6: Real Estate Business
Real Estate Business Incorporated in Singapore, RSPH is a wholly-owned subsidiary of the Company. Post-restructuring, the RSPH Group would hold entirely the Real Estate Business. The design and engineering business of the RSPH Group comprises RSP Architects, Squire Mech and AC Consortium. The
Slide 7: Rationale for Proposed Distribution in Specie
Rationale for Proposed Distribution in Specie A B C More reflective Enhancing value for Enable Management’s focus valuation Shareholders on core businesses Shareholders will own TMG’s focus is to develop shares in two separate Each management team and grow the Healthcare companies with distinct can
Slide 8: Unlisted RSPH Shares
Unlisted RSPH Shares Entitled Shareholders will hold UNLISTED shares in RSPH. Cash Alternative For Shareholders who do not wish to hold shares in an unlisted company, TMG is exploring options to provide an exit alternative in the form of cash to RSPH Shareholders so that RSPH Shareholders may choo
Slide 9: Unlisted RSPH Shares
Unlisted RSPH Shares Upon completion of the Proposed Distribution: Entitled Shareholders will hold unlisted shares in RSPH. No share certificates in respect of RSPH Shares will be sent to RSPH Shareholders. However, a statement of holdings will be sent on the same day of completion. If an RSPH S
Slide 10: Communication with RSPH Shareholders
Communication with RSPH Shareholders Upon completion of the DIS, RSPH will not be listed on the SGX-ST and will not be using the SGXNET system. RSPH has set up a corporate website - www.rsph.sg providing access to corporate announcements, press releases, financial statements and notices of gener
Slide 11: Key Indicative Dates for DIS
Key Indicative Dates for DIS Expected Books Closure Date On or about 22 January 2019 Expected effective date of adjustment to exercise prices of the Bonus On or about 23 January 2019 Warrants and Piggyback Warrants Expected announcement date of the Cash Alternative On or about 31 January 2019 Expect
Slide 12: END
THOMSON MEDICAL GROUP Celebrating Life
Thomson Medical Group — Shareholder Meeting (December 2018) on 6ix