FABCHEM CHINA LIMITED (Company Registration No.: 200413128G)

(Incorporated in the Republic of Singapore)

SHAREHOLDER'S LOAN AGREEMENT WITH TRIPLE VISION PTE. LTD.

  • 1. INTRODUCTION

    The board of directors ("Board" or "Directors") of Fabchem China Limited ("Company") wishes to announce

    that Triple Vision Pte. Ltd. ("Lender"), a controlling shareholder of the company, has agreed to grant a loan of up to S$1.0 million at any time by way of a shareholder's loan to the Company ("Loan") and that the Company has on 26 April 2022, entered into a loan agreement ("Loan Agreement") which sets out the terms and conditions of the Loan. While the Loan constitutes an interested person transaction under Chapter 9 of the Listing Rules, the value of the transaction i.e. the amount at risk to the Company (being the interest payable by the Company to the Lender on the Loan pursuant to Rule 909(3) of the Listing Rules) is less than 5% under Rule 906 and less than 3% under Rule 905 of the Group's latest audited net tangible assets, as the Loan is interest-free and no interest shall accrue on default by the Company.

    References to the Proposed Acquisition in this announcement are in reference to the Proposed Acquisition as

  • defined in the Company's announcement of 22 April 2021.

  • 2. SALIENT TERMS OF THE LOAN AGREEMENT

    The salient terms of the Loan Agreement are set out below.

    Total Amount

    Up to an aggregate amount of S$1.0 million at any time, which shall constitute the direct, unconditional and unsecured obligation of the Company, ranking pari passu with all the Company's other present and future unsecured and unsubordinated indebtedness (other than indebtedness preferred by operation of law).

    Maturity Date

    The date falling 12-months from the date of completion of the Proposed Acquisition, or any later date as may be agreed upon in writing by the Lender and the Company.

    Use of Proceeds

    Payment of professional fees and expenses incurred for the Proposed Acquisition.

    No Interest

    The Loan shall bear no interest and no interest shall accrue on default by the Company.

    Repayment

    Outstanding amounts drawn down by the Company under the Loan ("Outstanding Amount") shall be repaid by the Company to the Lender beginning from the Maturity Date, in eight (8) equal monthly instalments spread over 8 consecutive calendar months, with the first monthly instalment payable on the Maturity Date, subject to any fiscal, taxation or other laws and regulations applicable to the Company.

    Listing Rules 704(31) and 704(32)

    There are no terms which constitutes a "specified condition" pursuant to Rule 704(31) of the Listing Rules nor a term as described in Rule 704(32) of the Listing Rules.

  • 3. INTERESTS OF DIRECTORS AND SUBSTANTIAL SHAREHOLDERS

    Save as disclosed in the Paragraph 1 of this announcement and save for their respective shareholding interests in the Company, (i.) none of the Directors or substantial shareholders or their respective associates have any interest, direct or indirect, in the Loan, and (ii.) the Lender has no other relationships or dealings with the

    Company.

4.

CAUTION IN TRADING

Shareholders are advised to exercise caution in trading their shares in the Company. Shareholders are advised to read this announcement and any further announcement by the Company carefully. Shareholders should consult their stockbrokers, solicitors or other professional advisers if they have any doubts about the action they should take.

By Order of the Board Fabchem China Limited

Wee Phui Gam

Acting Chairman and Lead Independent Director

26 April 2022

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Fabchem China Limited published this content on 26 April 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 26 April 2022 09:49:09 UTC.