
Why the price goes beyond $0.58? Is there a counter proposal to takeover Landwind?
Would appreciate an explanation of what this means? Does it mean that LandWind would be delisted? In that case, would it make sense to buy LandWind stocks at >$0.57?
LANDWIND MEDICAL HOLDINGS LIMITED
(the "Company")
(Incorporated in the Republic of Singapore)
Company Registration no. 200500217N
_________________________________________________________________________________
VOLUNTARY CONDITIONAL CASH OFFER FOR THE COMPANY
_________________________________________________________________________________
The Board of Directors of the Company wishes to inform shareholders of the Company
("Shareholders") that DBS Bank Ltd, for and on behalf of Echo Investment Holdings Limited
("Offeror"), has today announced that the Offeror intends to make a voluntary conditional cash offer
("Offer") for all the issued and paid-up ordinary shares ("Offer Shares") in the capital of the
Company.
The Offer will be made at a price of S$0.58 in cash for each Offer Share.
The offer announcement (the "Offer Announcement") on behalf of the Offeror states that the Offer
will be subject to the following conditions:
(1) the Offeror having received, by the close of the Offer, valid acceptances in respect of such
number of Offer Shares which, together with ordinary shares in the capital of the Company
("Shares") acquired or agreed to be acquired before or during the Offer, will result in the
Offeror and its concert parties holding such number of Shares carrying at least 90% of the
voting rights attributable to all the Shares in issue as at the close of the Offer;
(2) save as publicly disclosed by the Company prior to the date hereof (the "Announcement
Date"), there having been no material restatement of the audited consolidated financial
statements of the Company and its subsidiaries ("Group") for any financial period since the
incorporation of the Company, which would result in a reduction by more than 5% of (i) the
consolidated profit attributable to equity holders of the Company or (ii) the consolidated net
assets of the Company, in such financial period; and
(3) save as publicly disclosed by the Company prior to the Announcement Date:
(a) there having been no material adverse change in the assets, business, financial
condition, profits, liabilities, prospects or results of operations of the Group, taken as
a whole; and/or
(b) no litigation, arbitration, prosecution or other legal proceedings having been instituted,
announced or threatened by or against or remaining outstanding against any member
of the Group or any associated company of any member of the Group which could
have a material adverse effect on the Group taken as a whole,
in each case so as to cause the net income of the Group for the financial year ending 31
December 2006 to be less than RMB43,000,000 (equivalent to approximately S$8.5 million
based on an exchange rate of S$1 : RMB5.076).
(the "Company")
(Incorporated in the Republic of Singapore)
Company Registration no. 200500217N
_________________________________________________________________________________
VOLUNTARY CONDITIONAL CASH OFFER FOR THE COMPANY
_________________________________________________________________________________
The Board of Directors of the Company wishes to inform shareholders of the Company
("Shareholders") that DBS Bank Ltd, for and on behalf of Echo Investment Holdings Limited
("Offeror"), has today announced that the Offeror intends to make a voluntary conditional cash offer
("Offer") for all the issued and paid-up ordinary shares ("Offer Shares") in the capital of the
Company.
The Offer will be made at a price of S$0.58 in cash for each Offer Share.
The offer announcement (the "Offer Announcement") on behalf of the Offeror states that the Offer
will be subject to the following conditions:
(1) the Offeror having received, by the close of the Offer, valid acceptances in respect of such
number of Offer Shares which, together with ordinary shares in the capital of the Company
("Shares") acquired or agreed to be acquired before or during the Offer, will result in the
Offeror and its concert parties holding such number of Shares carrying at least 90% of the
voting rights attributable to all the Shares in issue as at the close of the Offer;
(2) save as publicly disclosed by the Company prior to the date hereof (the "Announcement
Date"), there having been no material restatement of the audited consolidated financial
statements of the Company and its subsidiaries ("Group") for any financial period since the
incorporation of the Company, which would result in a reduction by more than 5% of (i) the
consolidated profit attributable to equity holders of the Company or (ii) the consolidated net
assets of the Company, in such financial period; and
(3) save as publicly disclosed by the Company prior to the Announcement Date:
(a) there having been no material adverse change in the assets, business, financial
condition, profits, liabilities, prospects or results of operations of the Group, taken as
a whole; and/or
(b) no litigation, arbitration, prosecution or other legal proceedings having been instituted,
announced or threatened by or against or remaining outstanding against any member
of the Group or any associated company of any member of the Group which could
have a material adverse effect on the Group taken as a whole,
in each case so as to cause the net income of the Group for the financial year ending 31
December 2006 to be less than RMB43,000,000 (equivalent to approximately S$8.5 million
based on an exchange rate of S$1 : RMB5.076).