Special Advisory: NCB Financial Group Limited (NCBFG)

NCB Financial Group Limited (NCBFG) has provided the following update regarding the bid by its wholly owned subsidiary, NCB Global Holdings Limited (NCBGH), to acquire a controlling interest in Guardian Holdings Limited (GHL):

  1. All the terms and conditions of the Offer have been complied with or waived as of the 2nd day of May, 2019.
  2. As at the time of going to press, the latest tally of GHL Shares deposited by GHL shareholders in response to the Offer was approximately 118,517,936 GHL shares (subject to verification of validity of all acceptances received by Republic Securities Limited) which, together with the Offeror’s existing shareholding in GHL, represents approximately 81.07% of the outstanding GHL Shares.
  3. Given that the number of shares deposited pursuant to the Offer exceeds the Offer Shares, the GHL Shares deposited will be taken-up by the Offeror on a pro-rated basis according to the number of GHL Shares deposited by each GHL Shareholder.
  4. The total consideration to be paid by the Offeror for the GHL Shares deposited pursuant to its Offer is US$207,103,792.50. The Offeror expects that the GHL Shares deposited by shareholders will be taken-up and paid for within ten (10) days of the Extended Closing Date, that is, by the 13th day of May, 2019.

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