Fraser and Neave Ltd. (SGX:F99) (F&N) agreed to spin off Frasers Centrepoint Ltd. (FCL) on August 27, 2013. Fraser and Neave will undertake dividend in-specie distribution of FCL shares to F&N shareholders where F&N shareholders will receive, at no cost, two FCL shares for every one F&N share owned. Following the completion of the proposed transaction, F&N will no longer have an interest in FCL.

FCL will have its own independent Board and management. FCL will repay all inter-company loans and redeem all preference shares due to F&N using new capital and credit facilities. The transaction is subject to relevant approvals, F&N shareholders' approval, approval by the SGX-ST, Fraser and Neave proceeding with and completing the FCL Distribution and listing of Frasers Centrepoint Limited on the Main Board of the SGX-ST.

The majority shareholder of F&N has notified the company of its intention to vote in favor of the proposed in-specie distribution. FCL is expected to be listed by way of introduction on the Main Board of the Singapore Exchange Securities Trading Limited. F&N and FCL will be traded separately on the SGX-ST.

The listing of FCL shares is expected in November or December 2013. The Board of Directors of Fraser and Neave announced that the Singapore Exchange Securities Trading Limited has today granted a conditional eligibility to list of FCL shares on the main Board of the SGX-ST by way of an introduction on October 27, 2013. The meeting of the shareholders of Fraser and Neave will be held in November 13, 2013.

As of November 13, 2013, the transaction is exempted from the relevant requirement for approval of New Zealand Overseas Investment Office. As of December 6, 2013, The Board of Fraser and Neave Proposed to pay an aggregate of SGD 50 million in the form of a final dividend to shareholders of Frasers Centrepoint Limited. As of December 27, 2013, Fraser and Neave, Limited announced that the books closure date is on January 2, 2014 and the last date and time of “cum” trading of the shares on SGX is on December 27, 2013 and commencement of “ex” trading of the shares on SGX is on December 30, 2013.

DBS Bank Ltd. has been appointed as the sole issue manager for the proposed listing and DBS Bank Ltd., United Overseas Bank Ltd. and Morgan Stanley Asia (Singapore) Pte. have been appointed to advise Fraser and Neave on the corporate restructuring, FCL distribution and proposed listing. LIM Yuan See and Terence FOO of Newgate Communications acted as public relation advisors to Fraser and Neave.

DBS Bank Ltd., United Overseas Bank Ltd. and Morgan Stanley Asia (Singapore) Pte. acted as financial advisor to Fraser and Neave Ltd.