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Proposed Acquisition Of A New Subsidiary And A New Vessel

BackJul 14, 2014
Announcement Title Asset Acquisitions and Disposals
Announcement Subtitle PROPOSED ACQUISITION OF A NEW SUBSIDIARY AND A NEW VESSEL
Securities UNI-ASIA HOLDINGS LIMITED (UNIASIA)
Date & Time of Broadcast Jul 14, 2014 17:00
Submitted By Lim Kai Ching
CFO
Effective Date and Time Jul 14, 2014 17:00
Description PROPOSED ACQUISITION OF A NEW SUBSIDIARY AND A NEW VESSEL

The Board of Directors (the "Directors") of Uni-Asia Holdings Limited (the "Company") is pleased to announce that Uni-Asia Finance Corporation Japan ("UAFJ"), a wholly owned subsidiary of the Company, had on 14 July 2014 ("Acquisition Date") acquired a 100% shareholding interest in a Japan-incorporated company known as Arena Godo Kaisha ("Arena GK"), as a ship owning company, for the purpose of acquiring a newbuilding GAT ship (the "New Vessel") to be delivered in the second quarter of 2015 (the "Proposed Acquisition").

1. Arena GK. Registration for the establishment of Arena GK was filed and registered on 3 July 2014. Arena GK has a paid up capital of JPY100,000 (approximately USD990) which will be subscribed by UAFJ on the Acquisition Date. The acquisition of Arena GK was internally funded by UAFJ and paid in cash in full.

2. Material Terms of the Proposed Acquisition. The New Vessel will be purchased by Arena GK from Minato Kaiun Co., Ltd (the "Seller") under a sale contract entered into between Arena GK and the Seller on Acquisition Date. The total consideration for the Proposed Acquisition is approximately JPY920 million (approximately USD9.1 million) and was derived at after taking into account, inter alia, the prevailing market price for similar vessels. Following the Proposed Acquisition, the Seller will bareboat charter the New Vessel for five years from Arena GK, at the expiration of which the Seller will purchase the New Vessel from Arena GK. UAFJ has been considering several funding options to finance the acquisition of the New Vessel. Such financing arrangements will be finalised after further discussions with third party financial institutions which may extend debt financing to Arena GK.

3. Chapter 10 of the SGX-ST Listing Manual. The Proposed Acquisition is in the ordinary course of the Company's business. In view of the foregoing, the Proposed Acquisition would not constitute a "transaction" for the purposes of Chapter 10 of the Singapore Exchange Securities Trading Limited Listing Manual.

4. Financial effects. The acquisition of Arena GK and the Proposed Acquisition are not expected to have any material impact on the net tangible assets per share, earnings per share and operating results of the Company for the current financial year.

5. Interests of Directors and Controlling Shareholders. None of the Directors and controlling shareholders of the Company has any interest, direct or indirect, in the acquisition of Arena GK or the Proposed Acquisition.


For and on behalf of
Uni-Asia Holdings Limited

14 July 2014

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