ANNOUNCEMENT CWT Globelink Forms Joint Venture with Unimar ...
ANNOUNCEMENT CWT Globelink Forms Joint Venture with Unimar ...
ANNOUNCEMENT CWT Globelink Forms Joint Venture with Unimar ...
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<strong>CWT</strong> Limited Tel: (65) 62626888<br />
Corporate HQ Fax: (65) 62612373<br />
38 Tanjong Penjuru Email: e-mail@cwtlimited.com<br />
<strong>CWT</strong> Logistics Hub 1 Website: www.cwtlimited.com<br />
Singapore 609039 RCB Reg. No.: 197000498M<br />
All business is transacted only in accordance <strong>with</strong> the Singapore Logistics<br />
Association Standard Trading Conditions. A copy is available upon<br />
request.<br />
<strong>ANNOUNCEMENT</strong><br />
<strong>CWT</strong> <strong>Globelink</strong> <strong>Forms</strong> <strong>Joint</strong> <strong>Venture</strong> <strong>with</strong> <strong>Unimar</strong> Logistics in Turkey<br />
I. Share Sale and Purchase Agreement<br />
The Board of Directors of <strong>CWT</strong> Limited (the “Company”) today announced that <strong>CWT</strong> <strong>Globelink</strong> Pte<br />
Ltd (“<strong>Globelink</strong>”), a wholly-owned freight logistics arm of the Company, has entered into a Share<br />
Sale and Purchase Agreement (“SPA”) to acquire a 50% stake in <strong>Unimar</strong> Logistics Incorporation<br />
(“<strong>Unimar</strong>”) from the existing shareholders of <strong>Unimar</strong> for a total purchase consideration of US$8.75<br />
million (“Consideration”) (collectively the “<strong>Joint</strong> <strong>Venture</strong>”).<br />
<strong>Unimar</strong> is the leading service provider of Less Than Container Load (LCL) and Full Container Load<br />
(FCL) cargo in Turkey, providing a full range of air and sea freight logistics services for its valued<br />
customers which include some of the world’s largest freight forwarders. It has offices in Istanbul,<br />
Izmir and Bursa, and offers substantial direct and comprehensive service coverage in and out of<br />
many ports in Turkey. Prior to the <strong>Joint</strong> <strong>Venture</strong>, <strong>Unimar</strong> has been part of <strong>Globelink</strong>’s global agency<br />
network for 13 years.<br />
II. Rationale<br />
This <strong>Joint</strong> <strong>Venture</strong> will add strategic competencies and business network to <strong>Globelink</strong>. As a leading<br />
LCL consolidator, <strong>Unimar</strong> offers one the most comprehensive trade lane coverage in and out of<br />
Turkey. It is also a major player in FCL traffic. The <strong>Joint</strong> <strong>Venture</strong> <strong>with</strong> <strong>Unimar</strong> will allow <strong>Globelink</strong> to<br />
enlarge and enhance its LCL service coverage to its global customers. <strong>Globelink</strong> is also able to rely<br />
on <strong>Unimar</strong>’s strong local market knowledge to enhance its service offerings in Turkey and the<br />
neighbouring markets, tapping into a region <strong>with</strong> strong growth potentials.<br />
The investment in Turkey is part of the on-going expansion for the <strong>Globelink</strong> Group to create a<br />
strong global network of freight consolidators. With this entry into the Turkish market, the <strong>Globelink</strong><br />
Group will have direct presence in 23 countries <strong>with</strong> 95 offices.<br />
III. Consideration<br />
The Consideration has been determined on a willing-buyer-willing-seller basis, and takes into<br />
account the track record of <strong>Unimar</strong>, its management strength and capabilities, its business network<br />
and customer relationships, the results of the financial due diligence and our assessment of the<br />
business and prospects of <strong>Unimar</strong>, including its potential synergy <strong>with</strong> <strong>Globelink</strong>’s group of<br />
companies.<br />
Under the SPA, the Consideration is payable in four (4) tranches, comprising an initial cash payment<br />
of US$6.5 million on completion of the <strong>Joint</strong> <strong>Venture</strong> and the deferred balance amount of US$2.25<br />
million in three (3) equal cash instalments to be paid progressively upon achievement of agreed<br />
profit milestones.<br />
In addition, <strong>Globelink</strong> will separately inject up to US$1 million into the <strong>Joint</strong> <strong>Venture</strong> as working<br />
capital for business expansion upon the completion of the <strong>Joint</strong> <strong>Venture</strong>.
IV. Shareholding of the Proposed <strong>Joint</strong> <strong>Venture</strong><br />
<strong>CWT</strong> <strong>Globelink</strong> 50%<br />
Cihan Yusufi (Management Shareholder) 25%<br />
Ugurhan Kicki (Management Shareholder) 25%<br />
V. Financial Effects<br />
Funded by internal funds and borrowings, the proposed <strong>Joint</strong> <strong>Venture</strong> is not expected to have any<br />
material impact on the Company’s earnings per share and net tangible assets per share for the<br />
current financial year ending 31 December 2011.<br />
VI. Interest of Directors and Substantial Shareholders<br />
None of the Directors or substantial shareholders of the Company have any interest, direct or<br />
indirect, in the Acquisition.<br />
VII. Documents for Inspection<br />
In the meantime, a copy of the SPA is available for inspection at the registered office of the<br />
Company at 38 Tanjong Penjuru, <strong>CWT</strong> Logistics Hub 1, Singapore 609039 during normal business<br />
hours for a period of three (3) months commencing from the date of this Announcement.<br />
By Order of the Board<br />
Lye Siew Hong – Lynda Goh<br />
Company Secretary<br />
<strong>CWT</strong> Limited<br />
16 September 2011<br />
____________________________________________________________________________________<br />
About <strong>CWT</strong> <strong>Globelink</strong><br />
<strong>CWT</strong> <strong>Globelink</strong> is a global leading, neutral ocean freight forwarder and consolidator of Less Than Container Load<br />
(LCL) cargo. It offers Container Freight Station (CFS) operations, Dangerous Goods (DG) cargo handling, sea-air<br />
and buyer’s consolidation, among other general freight forwarding services. Since its inception in 1988 in Singapore,<br />
<strong>CWT</strong> <strong>Globelink</strong> has expanded its global network to 95 offices in 23 countries. It is also a founding partner of the<br />
Global Consolidator Alliance (GCA), formed together <strong>with</strong> key members of its agency network to provide<br />
comprehensive and seamless global coverage as well as high quality consolidation services to its valued customers.<br />
<strong>CWT</strong> <strong>Globelink</strong> is the freight logistics arm and a wholly-owned subsidiary of the <strong>CWT</strong> Group. For more information,<br />
visit www.cwt-globelink.com.<br />
About <strong>CWT</strong> Group<br />
<strong>CWT</strong> is a leading provider of integrated logistics solutions for worldwide customers in the commodities, chemical<br />
and petrochemical, marine, oil & gas, defence and industrial sectors. <strong>CWT</strong> designs, engineers and manages unique<br />
and effective supply chain solutions leveraging its in-depth domain knowledge, innovative capabilities and global<br />
logistics infrastructure. Through its global network, the <strong>CWT</strong> Group is able to connect customers to 120 ports and<br />
over 1,200 destinations seamlessly around the world. Headquartered in Singapore, the <strong>CWT</strong> Group also engages in<br />
coal and base metal commodity supply chain management and provides engineering management and maintenance<br />
services for facilities and vehicles and equipment fleet as well as financial services through the asset management of<br />
Cache Logistics Trust and brokering services for futures and derivatives trades. One of the largest listed logistics<br />
companies in Southeast Asia, <strong>CWT</strong> is traded on the Singapore Stock Exchange under the stock symbol <strong>CWT</strong>. For<br />
more information, visit www.cwtlimited.com.
For more information, contact:<br />
<strong>CWT</strong> Limited<br />
Lynda GOH Johan LIM<br />
Deputy Group CEO & Group CFO Corporate Communications Manager<br />
Email: shlynda@cwtlimited.com Email: cbjohan@cwtlimited.com<br />
Tel: (65) 6307 8338 Tel: (65) 6307 8018<br />
Fax: (65) 6261 2373 Fax: (65) 6261 2373