Wheelock Properties Singapore : Despatch of Offer Document

VOLUNTARY UNCONDITIONAL GENERAL OFFER

By

DBS BANK LTD.

(Company Registration No.: 196800306E) (Incorporated in the Republic of Singapore)

for and on behalf of

STAR ATTRACTION LIMITED(Company Registration No.: 150267)

(Incorporated in the British Virgin Islands)

to acquire all the issued and paid-up ordinary shares in the capital of

WHEELOCK PROPERTIES (SINGAPORE) LIMITED

(Company Registration No.: 197201797H) (Incorporated in the Republic of Singapore)

DESPATCH OF OFFER DOCUMENT

• 1. INTRODUCTION

  DBS Bank Ltd. ("DBS Bank") refers to the announcement made by DBS Bank, for and on behalf of Star Attraction Limited (the "Offeror") on 19 July 2018, in connection with the voluntary unconditional general offer (the "Offer") for all the issued and paid-up ordinary shares (the "Shares") in the share capital of Wheelock Properties (Singapore) Limited (the "Company"),

  other than those Shares already owned or agreed to be acquired by the Offeror as at the date of the Offer (the "Offer Shares").

  All capitalised terms used and not defined herein shall have the same meanings given to them in the Offer Document (as defined herein), unless otherwise expressly stated or the context otherwise requires.

• 2. DESPATCH OF OFFER DOCUMENT

  DBS Bank wishes to announce, for and on behalf of the Offeror, that the offer document dated 10 August 2018 (the "Offer Document") which contains,inter alia, details of the Offer, together with the accompanying Form of Acceptance and Authorisation for Offer Shares ("FAA") and/or Form of Acceptance and Transfer for Offer Shares ("FAT"), have been despatched today to the shareholders of the Company ("Shareholders").

  Electronic copies of the Offer Document, FAA and FAT are available on the website of the Singapore Exchange Securities Trading Limited ("SGX-ST") atwww.sgx.com.

• 3. REQUEST FOR OFFER DOCUMENT AND ACCEPTANCE FORMS

  Request by Depositors

  Shareholders whose securities accounts with The Central Depository (Pte) Limited ("CDP") are credited with Shares ("Depositors") who do not receive the Offer Document and/or the FAA within a week from the date hereof should contact CDP immediately at the address and telephone number set out below:

  The Central Depository (Pte) Limited9 North Buona Vista Drive #01-19/20

  The Metropolis Singapore 138588 Tel: [phone]

  Copies of the Offer Document and FAA may be obtained by Depositors from CDP during normal business hours and up to the Closing Date (as defined in paragraph 4 below), upon production of satisfactory evidence that they are Depositors or have purchased the Offer Shares on the SGX-ST (as the case may be).

  Request by Scrip Shareholders

  Shareholders whose names appear in the register of members of the Company ("Scrip Shareholders") who do not receive the Offer Document and/or the FAT should contact M & C Services Private Limited immediately at the address and telephone number set out below:

  M & C Services Private Limited

  112 Robinson Road #05-01 Singapore 068902

  Tel:[phone]

  Copies of the Offer Document and FAT may be obtained by Scrip Shareholders from M & C Services Private Limited during normal business hours and up to the Closing Date, upon production of satisfactory evidence that they are Scrip Shareholders.

• 4. CLOSING DATE

  The Offer will close at 5.30 p.m. (Singapore time) on 7 September 2018 or such later date(s) as may be announced from time to time by or on behalf of the Offeror (the "Closing Date").

  Full details of the procedures for acceptance of the Offer are set out inAppendix IIto the Offer Document and in the accompanying FAA and/or FAT (as applicable).

• 5. OVERSEAS SHAREHOLDERS

  The availability of the Offer to Shareholders whose addresses are outside Singapore as shown on the register of members of the Company or in the records of CDP (as the case may be) (each, an "Overseas Shareholder") may be affected by the laws of the relevant overseas jurisdictions in which they are located. Accordingly, Overseas Shareholders should inform themselves of, and observe, any applicable requirements in the relevant overseas jurisdictions. Overseas Shareholders should also exercise caution in relation to the Offer, as the Offer

Document, the FAA and the FAT have not been reviewed by any regulatory authority in any overseas jurisdiction.Where there are potential restrictions on sending the Offer

Document, the FAAs and/or the FATs to any overseas jurisdiction, the Offeror, DBS Bank and CDP each reserves the right not to send these documents to Shareholders in such overseas jurisdictions. For the avoidance of doubt, the Offer is open to all Shareholders, including those to whom the Offer Document, the FAAs and/or the FATs have not been, or may not be, sent.

Copies of the Offer Document and any formal documentation relating to the Offer are not being, and must not be, directly or indirectly, mailed or otherwise forwarded, distributed or sent in or into or from any jurisdiction where the making of or the acceptance of the Offer would violate the law of that jurisdiction (a "Restricted Jurisdiction") and will not be capable of acceptance by any such use, instrumentality or facility within any Restricted Jurisdiction and persons receiving such documents (including custodians, nominees and trustees) must not mail or otherwise forward, distribute or send them in or into or from any Restricted Jurisdiction.

The Offer (unless otherwise determined by the Offeror and permitted by applicable law and regulation) will not be made, directly or indirectly, in or into, or by the use of mails of, or by any means or instrumentality (including without limitation, telephonically or electronically) of interstate or foreign commerce of, or any facility of a national, state or other securities exchange of, any Restricted Jurisdiction, and the Offer will not be capable of acceptance by any such use, means, instrumentality or facilities.

Overseas Shareholders may, nonetheless, obtain copies of the Offer Document, the FAA and/or the FAT and any related documents, during normal business hours and up to 5.00 p.m. (Singapore time) on the Closing Date, from the Offeror through its receiving agent, M & C

Services Private Limited at 112 Robinson Road #05-01, Singapore 068902, or CDP at 9 North Buona Vista Drive, #01-19/20 The Metropolis, Singapore 138588.

Alternatively, an Overseas Shareholder may write to the Offeror through M & C Services Private Limited at the address listed above or CDP at Robinson Road Post Office, P.O. Box 1984,

Singapore 903934 to request for the Offer Document, the FAA and/or the FAT and any related documents to be sent to an address in Singapore by ordinary post at the Overseas Shareholder's own risk, up to three (3) Market Days prior to the Closing Date.

It is the responsibility of any Overseas Shareholder who wishes to (a) request for the Offer

Document, the FAA and/or the FAT and/or any related documents, or (b) accept the Offer, to satisfy himself as to the full observance of the laws of the relevant jurisdiction in that connection, including the obtaining of any governmental or other consent which may be required, and compliance with all necessary formalities or legal requirements and the payment of any taxes, imposts, duties or other requisite payments due in such jurisdiction. Such Overseas

Shareholder shall be liable for any such taxes, imposts, duties or other requisite payments payable and the Offeror and any person acting on its behalf (including DBS Bank) shall be fully indemnified and held harmless by such Overseas Shareholder for any such taxes, imposts, duties or other requisite payments as the Offeror and/or any person acting on its behalf (including DBS Bank) may be required to pay. In (i) requesting for the Offer Document, the FAA and/or the FAT and/or any related documents and/or (ii) accepting the Offer, the Overseas Shareholder represents and warrants to the Offeror and DBS Bank that he is in full observance of the laws of the relevant jurisdiction in that connection, and that he is in full compliance with all necessary formalities or legal requirements.Any Overseas Shareholder who is in any doubt about his position should consult his professional adviser in the relevant jurisdiction.

The Offeror and DBS Bank each reserves the right to notify any matter, including the fact that the Offer has been made, to any or all Overseas Shareholders by announcement to the SGX-ST or notice and if necessary, by paid advertisement in a daily newspaper published and circulated in Singapore, in which case such notice shall be deemed to have been sufficiently given notwithstanding any failure by any Shareholder to receive or see such announcement, notice or advertisement.

• 6. INFORMATION PERTAINING TO CPFIS INVESTORS AND SRS INVESTORS

  Investors who have purchased Shares using their Central Provident Fund ("CPF") contributions pursuant to the CPF Investment Scheme ("CPFIS" and such investors, "CPFIS Investors") and investors who have purchased Shares using their Supplementary Retirement Scheme ("SRS") contributions pursuant to the SRS ("SRS Investors") should receive further information on how to accept the Offer from their respective agent banks included under the CPFIS ("CPF Agent Banks") and the SRS ("SRS Agent Banks"). CPFIS Investors and SRS Investors are advised to consult their respective CPF Agent Banks and SRS Agent Banks should they require further information, and if they are in any doubt as to the action they should take, CPFIS Investors and SRS Investors should seek independent professional advice. CPFIS Investors and SRS Investors who wish to accept the Offer are to reply to their respective CPF Agent Banks and SRS Agent Banks by the deadline stated in the letter from their respective CPF Agent Banks and SRS Agent Banks, which may be earlier than the Closing Date. CPFIS Investors and SRS Investors will receive the Offer Price payable in respect of their Offer Shares validly tendered in acceptance of the Offer through appropriate intermediaries in their respective CPF investment accounts and SRS investment accounts.

• 7. RESPONSIBILITY STATEMENT

  The directors of the Offeror (including those who may have delegated detailed supervision of this Announcement) have taken all reasonable care to ensure that the facts stated and opinions expressed in this Announcement are fair and accurate and that there are no other material facts not contained in this Announcement, the omission of which would make any statement in this Announcement misleading.

  Where any information has been extracted or reproduced from published or publicly available sources or obtained from the Company, the sole responsibility of the directors of the Offeror has been to ensure through reasonable enquiries, that such information is accurately extracted from such sources or, as the case may be, reflected or reproduced in this Announcement. The directors of the Offeror jointly and severally accept responsibility accordingly.

Issued by

DBS Bank Ltd.

For and on behalf of

STAR ATTRACTION LIMITED10 August 2018

Any queries relating to this Announcement or the Offer should be directed during office hours to:

DBS Bank Ltd.

Strategic Advisory

Tel: [phone]

Forward-Looking Statements

All statements other than statements of historical facts included in this Announcement are or may be forward-looking statements. Forward-looking statements include but are not limited to those using words such as "aim", "seek", "expect", "anticipate", "estimate", "believe", "intend", "project", "plan", "strategy", "forecast" and similar expressions or future or conditional verbs such as "will", "would", "should", "could", "may" and "might". These statements reflect the Offeror's current expectations, beliefs, hopes, intentions or strategies regarding the future and assumptions in light of currently available information.

Such forward-looking statements are not guarantees of future performance or events and involve known and unknown risks and uncertainties. Accordingly, actual results may differ materially from those described in such forward-looking statements. Shareholders and investors should not place undue reliance on such forward-looking statements, and neither the Offeror nor DBS Bank undertakes any obligation to update publicly or revise any forward-looking statements.