Voluntary Unconditional Cash Offer By Maybank Securities Pte. Ltd. For And On Behalf Of TAL United Pte. Ltd. To Acquire All The Issued And Paid-Up Ordinary Shares In The Capital Of Sin Heng Heavy Machinery Limited

SIN HENG HEAVY MACHINERY LIMITED

(Company Registration No.: 198101305R)

(Incorporated in the Republic of Singapore)

VOLUNTARY UNCONDITIONAL CASH OFFER BY MAYBANK SECURITIES PTE. LTD. FOR AND ON BEHALF OF TAL UNITED PTE. LTD. TO ACQUIRE ALL THE ISSUED AND PAID-UP ORDINARY SHARES IN THE CAPITAL OF SIN HENG HEAVY MACHINERY LIMITED

1. INTRODUCTION

The board of directors (the "Board" or "Directors") of Sin Heng Heavy Machinery Limited (the "Company") refers to:

1. the announcement dated 14 March 2025 made by Maybank Securities Pte. Ltd. ("Maybank"), for and on behalf of TAL United Pte. Ltd. (the "Offeror"), in relation to a voluntary unconditional cash offer (the "Offer") for all the issued and paid-up ordinary shares (the "Shares") for all the issued and paid-up ordinary shares in the capital of the Company (the "Offer Announcement");
2. the announcement dated 14 March 2025 made by the Company in response to the Offer Announcement, informing shareholders of the Company (the "Shareholders") of the Offer;
3. the announcement dated 18 March 2025 made by the Company in relation to the appointment of Capstone Investment Corporate Finance Pte. Ltd. as the independent financial adviser ("IFA") to advise the directors of the Company who are considered to be independent for the purpose of making a recommendation to Shareholders in respect of the Offer ("Independent Directors"); and
4. the announcement dated 2 April 2025 issued by Maybank, for and on behalf of the Offeror, that inter alia the offer document dated 2 April 2025 containing the terms and conditions of the Offer ("Offer Document") has been despatched to the Shareholders on 2 April 2025.

Electronic copies of the abovementioned announcements and the Offer Document are available on the website of the Singapore Exchange Securities Trading Limited (the "SGX-ST") at http://www.sgx.com.

All capitalised terms not defined herein shall have the same meanings ascribed to them in the Offeree Circular (as defined herein).

2. DESPATCH OF OFFEREE CIRCULAR

The Board wishes to announce that the Company has today despatched to Shareholders a circular dated 16 April 2025 (the "Offeree Circular") containing, inter alia, the advice of the IFA to the Independent Directors, the recommendation of the Independent Directors in respect of the Offer, and other relevant information pertaining to the Offer for the consideration of Shareholders, in compliance with Rule 24 of the Singapore Code on Take-overs and Mergers.

The Offeree Circular requires the immediate attention of Shareholders. Shareholders should read and carefully consider the contents of the Offeree Circular, including the advice of the IFA to the Independent Directors as well as the recommendation of the Independent Directors in respect of the Offer before deciding whether to accept or reject the Offer. Shareholders who are in doubt as to the action they should take should consult their stockbroker, bank manager, solicitor, accountant, tax adviser or other professional advisers immediately.

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3. COPIES OF THE OFFEREE CIRCULAR

Shareholders who have not received the Offeree Circular within three (3) business days from the date hereof may contact The Central Depository (Pte) Limited (the "CDP"), if he is a depositor, or the Company's share registrar (the "Share Registrar"), if he is a scripholder, as the case may be, immediately at the respective addresses, telephone numbers, and email addresses set out below during normal business hours on any day (other than a public holiday, Saturday or Sunday) up to 5.30 p.m. (Singapore time) on the Closing Date (as defined below):

Shareholders should note that an electronic copy of the Offeree Circular is available on the website of the SGX-ST at www.sgx.com.

1. CLOSING DATE
   It is stated in the Offer Document that acceptances of the Offer should be received by 5.30 pm (Singapore time) on 30 April 2025, being the last day for the lodgement of acceptances of the Offer ("Closing Date").
2. DIRECTORS' RESPONSIBILITY STATEMENT
   The Directors (including those who have delegated detailed supervision of this announcement) have taken all reasonable care to ensure that the facts stated and all opinions expressed in this announcement 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 they jointly and severally accept responsibility accordingly.
   Where any information has been extracted or reproduced from published or otherwise publicly available sources (including, without limitation, the Offer Announcement), the sole responsibility of the Directors of the Company has been to ensure, through reasonable enquiries, that such information is accurately and correctly extracted from such sources or, as the case may be, accurately reflected or reproduced in this announcement.

BY ORDER OF THE BOARD

Leong Wing Kong

Independent Chairman

16 April 2025

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