Keppel Ltd. · SGX:BN4

Keppel — Merger or Acquisition (December 2021)

6 slides from Keppel's merger presentation, Dec 9, 2021

  1. Slide 1: Extraordinary General Meeting: Proposed acquisition of SPH through scheme of arrangement

    Extraordinary General Meeting: Proposed acquisition of SPH through scheme of arrangement 9 December 2021

  2. 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 PRESENTATION SHALL NOT CONSTITUTE AN OFFER TO SELL OR A SOLICITATION OF AN OFFER TO SELL, SUBSCR

  3. Slide 3: Rare opportunity to acquire synergistic platform aligned to Vision 2030

    Rare opportunity to acquire synergistic platform aligned to Vision 2030  Financially attractive, enhances returns and earnings profile Pro-forma recurring income 1 Pro-forma EPS accretion 2 3 Maintain net gearing4 headroom contribution1,3 Earnings accretive +18% 56% <1.0x Deleveraging in the near t

  4. Slide 4: A win-win proposition for Keppel and SPH shareholders

    A win-win proposition for Keppel and SPH shareholders Final Consideration1 Attractive premiums Additional upside S$2.351  Firm Offer with MAE condition +12%4 from Receive KREIT units at 0.782 SPH REIT S$0.798  waived units2 Initial Consideration5 10% discount to NAV8 +9% premium to 0.596 KREIT SPH

  5. Slide 5: Compelling acquisition for Keppel

    Compelling acquisition for Keppel Proposed acquisition remains attractive to Keppel even at Final Consideration  Increase in cash consideration of S$0.200/share underpinned by strengthening global economic conditions, recent improvement in SPH performance and growing synergies identified  Continue

  6. Slide 6: Indicative transaction milestones

    Indicative transaction milestones Date Milestone 9 Nov 2021  Announcement of Keppel Pegasus’ Final Consideration 24 Nov 2021  Despatch of Chapter 10 Circular by Keppel To be announced  Despatch of Composite Document including Offeror’s Letter by SPH 9 Dec 2021  Keppel EGM To be announced  SPH s

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