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Notice Of A Substantial Shareholder's Interest

BackMar 06, 2012
Part I
1. Date of notice to issuer 06/03/2012
2. Name of Substantial Shareholder Xu Weixiang ("XWX")
3. Notice Type Notice of a New Substantial Shareholder's interest.
Part II
1. Date of change of Interest 05/03/2012
2. Name of Registered Holder DBS Vickers Securities (Singapore) Pte Ltd
3. Circumstance(s) giving rise to the interest or change in interest # Others

Wanbang Joint Investment Pte Ltd. ("Offeror") holds 306,106,913 ordinary shares in the issued share capital of Wanxiang ("Shares").

Pursuant to a subscription agreement dated 11 October 2011 entered into by, amongst others, Wande Joint Investments Pte Ltd. ("WDJI") and the Offeror, WDJI has subscribed for 127,160,405 ordinary shares in the Offeror ("Offeror Shares"), representing approximately 63.32% of all issued Offeror Shares. XWX in turn has subscribed for 18,021 ordinary shares of WDJI ("WDJI Shares"), representing approximately 36.04% of all issued WDJI Shares pursuant to a subscription agreement dated 11 October 2011 entered into by, amongst others, XWX and WDJI.

Accordingly, XWX is deemed to be interested in the Shares held by the Offeror by virtue of Section 7 of the Companies Act.
4. Information relating to shares held in the name of the Registered Holder
 
No. of Shares held before the change 306,106,913
As a percentage of issued share capital 97.14 %
No. of Shares which are subject of this notice 306,106,913
As a percentage of issued share capital 97.14 %
Amount of consideration (excluding brokerage and stamp duties) per share paid or received 0
No. of Shares held after the change 306,106,913
As a percentage of issued share capital 97.14 %
Part III - Not Required
Part IV
1. Holdings of Substantial Shareholder, including direct and deemed interest :
 
  Direct Deemed
No. of shares held before the change 0 0
As a percentage of issued share capital 0 % 0 %
No. of shares held after the change 0 306,106,913
As a percentage of issued share capital 0 % 97.14 %
Footnotes (1) The percentages are computed based on Wanxiang's issued share capital comprising 315,115,698 shares (excluding 19,668,000 shares held by Wanxiang as treasury shares).


(2) As disclosed in paragraphs 3.4(e) and 3.4(f) of the exit offer letter dated 17 January 2012 ("Exit Offer Letter") and issued by DBS Bank Ltd for and on behalf of the Offeror. (a) XWX and the individual shareholders of Huifeng Joint Investment Pte Ltd. ("HF") have entered into a subscription agreement with WDJI, under which XWX, amongst others, has undertaken to subscribe for new WDJI Shares and for this purpose, pay for the subscription of the new WDJI Shares by assigning his right to receive his portion of the HF Proceeds (as defined in the Exit Offer Letter) that would be distributable to XWX by HF. and (b) WDJI and the individual shareholders of Wanxiang Joint Investment Pte Ltd. ("WXJI") have entered into a subscription agreement with the Offeror, under which WDJI, amongst others, has undertaken to subscribe for new Offeror Shares and for this purpose, pay for the subscription of the new Offeror Shares by setting off in full against the obligation of the Offeror to pay the proceeds that would be payabable as consideration pursuant to WXJI's acceptance of the Exit Offer.