BINEX Singapore Pte. Ltd. entered into a non-binding term sheet to acquire Sinjia Land Limited in a reverse merger transaction.

BINEX Singapore Pte. Ltd. entered into a non-binding term sheet to acquire Sinjia Land Limited (Catalist:5HH) in a reverse merger transaction on November 19, 2021. BINEX Singapore Pte. Ltd. entered into a non-binding term sheet agreed to acquire Sinjia Land Limited (Catalist:5HH) in a reverse merger transaction on January 31, 2022. In consideration for the Sale Shares, Sinjia Land Limited shall allot and issue such number of new fully paid-up ordinary shares in its capital at an issue price of SGD 0.35 each. Consideration Shares to be issued is 5,714,285,714 shares.

Transaction is subject to Sinjia Land Limited Shareholders approval. Completion of the Proposed Acquisition will be subject to the satisfaction (or waiver) of customary conditions precedent including the completion of financial, legal, operational and any other due diligence exercise, the appointment of the independent valuer being satisfactory to the SGX-ST, approval in-principle for the listing and quotation of the Consideration on the Catalist Board of the SGX-ST being obtained by the Company, and such approval being valid and in full force and effect as at completion of the Proposed Acquisition, the approval of the SGX-ST

The Completion Date shall be the date falling five business days after the date on which the last of the conditions precedent in the SPA have been fulfilled or such other date as the parties thereto may mutually agree in writing. The proposed long-stop date for completion of the Proposed Acquisition and any other transaction contemplated under the Term Sheet shall be 31 July 2022. The Board wishes to announce that the Sinjia Land Limited and the Vendors had on September 29, 2022 entered into a side letter pursuant to which the extension of the Long-Stop Date by nine (9) months from March 31, 2023 to December 31, 2023 had been mutually agreed by the Company and the Vendors.

As on February 18, 2022, Sinjia Land Limited is in the process of engaging EY Corporate Advisors Pte. Ltd. as an independent qualified valuer (“IQV”) for the Proposed Acquisition.