SAMLING GLOBAL LIMITED 三林環球有限公司 - HKExnews

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The unaudited shareholders’ funds of PT Borneo as at 31 August 2009 was approximately US$2.0 million (approximately HK$15.5 million). REASONS FOR THE TRANSACTION The Group is principally engaged in timber harvesting and management of forest concessions in Malaysia and Guyana, and tree plantations in New Zealand and Malaysia, manufacturing, marketing and distribution of wood products. It has been one of the long-term corporate objectives of the Group to become a global resource company. The Directors believe that, to diversify the industry cycle and risk of the timber business, it is in the interests of the Group to explore other resources-related business investment opportunities. The Directors consider that the entering into of the SPA and Convertible Loan Agreement, will enable the Group to expand into the coal mining industry in Indonesia. The Directors believe that the entering into of the SPA and Convertible Loan Agreement represents a good investment opportunity for the Group to diversify into a new resource and is in the best interests of the Company and its Shareholders as a whole. GENERAL Since the applicable percentage ratios set out in Rule 14.07 of the Listing Rules exceed 5% but do not exceed 25%, the provision of the Convertible Loan constitute a discloseable transaction of the Company under the Listing Rules. UNUSUAL PRICE MOVEMENTS This statement is made at the request of the Stock Exchange of Hong Kong Limited. The board of Directors has noted the recent increases in the price of the Shares and wishes to state that it is not aware of any reasons for such increases. The board of Directors confirms that save for the transaction disclosed in this announcement, there are no negotiations or agreements relating to intended acquisitions or realisations which are discloseable under Rule 13.23, neither is the board of Directors aware of any matter discloseable under the general obligation imposed by Rule 13.09, which is or may be of a price-sensitive nature. Made by the order of the Company, the board of the Directors individually and jointly accept responsibility for the accuracy of this statement. DEFINITIONS In this announcement, unless the context otherwise requires, the following expressions shall have the following meaning: ‘‘Additional Loan’’ a convertible loan to be provided by SGL Trading to PT Borneo in an amount equal to US$27.9 million – 4 –
‘‘Alex’’ ‘‘Bakti’’ Mr. Alexander Thaslim Mr. Bakti Thaslim Dipling ‘‘Company’’ Samling Global Limited, an exempted company with limited liability incorporated in Bermuda on 27 June 2005 and a company listed on the Main Board of the Stock Exchange ‘‘Convertible Loan’’ ‘‘Directors’’ ‘‘Escrow Account’’ ‘‘Escrow Agent’’ ‘‘Escrow Agreement’’ ‘‘FHD’’ ‘‘Group’’ ‘‘Hong Kong’’ ‘‘Initial Loan’’ ‘‘Investors’’ ‘‘Listing Rules’’ ‘‘Mining Business Permit’’ ‘‘MSM’’ ‘‘PT Borneo’’ ‘‘SGL Trading’’ collectively, the Initial Loan and the Additional Loan directors of the Company shall mean the escrow account to be opened by or with the Escrow Agent at a bank in Singapore pursuant to the Escrow Agreement; means an escrow agent to be appointed jointly by Alex and SGL Trading means the escrow agreement to be executed by and between Alex, SGL Trading and Escrow Agent Full Harvest Development Limited, a corporation established under the laws of the Republic of Seychelles the Company and its subsidiaries the Hong Kong Special Administrative Region of the PRC a convertible loan to be provided by SGL Trading to PT Borneo in an amount equal to US$9.0 million collectively, SGL Trading and MSM the Rules Governing the Listing of Securities on the Stock Exchange mining business permit (Izin Usaha Pertambangan) issued by the Tanah Bumbu Regent to develop the coal resources contained in the area covered by the mining business permit PT Mega Sinar Mandiri, a corporation established under the laws of the Republic of Indonesia PT Borneo Pacific, a company incorporated under the laws of Indonesia and the holder of the Mining Business Permit SGL Trading Inc, a corporation established under the laws of British Virgin Islands and a wholly-owned subsidiary of the Company – 5 –
Page 1 and 2: Hong Kong Exchanges and Clearing Li
Page 3: Subject to termination, all amounts

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SAMLING GLOBAL LIMITED 三林環球有限公司 - HKExnews