Kreuz, SEA9 Appoint Independent Financial Adviser

Kreuz, SEA9 Appoint Independent Financial Adviser

The Board of Directors of Kreuz Holdings Limited refers to the joint announcement made by the respective boards of the directors of the Company and SEA9 Pte. Ltd. on 5 November 2013 in relation to the proposed acquisition by SEA9 of all the issued and paid-up ordinary shares in the capital of the Company by way of a scheme of arrangement in accordance with Section 210 of the Companies Act, Chapter 50 of Singapore and the Singapore Code on Take-overs and Mergers.

Unless otherwise defined, capitalized terms used in this Announcement shall have the same meaning as defined in the Joint Announcement.

The Directors announced that Provenance Capital Pte. Ltd. (the “IFA”) has been appointed as the independent financial adviser to advise the Independent Directors on the Scheme for the purpose of making a recommendation to the Shareholders in connection with the Scheme. The IFA will also be appointed by the Independent Directors to publicly express its opinion on, inter alia, whether (a) the Commercial Undertaking Agreement (including the Commercial Undertaking Fee) and the Ancillary Commercial Undertakings and (b) the CEO Subscription Agreement, the SEA9 Shareholders’ Agreement and the Management Employment Undertakings, are fair and reasonable.

The Directors of the Company have taken all reasonable care to ensure that the facts stated and all opinions expressed in this Announcement are fair and accurate and that there are no material facts not contained in this Announcement, the omission of which would make any statement in this Announcement misleading, and they jointly and severally accept full responsibility accordingly. Where any information has been extracted or reproduced from published or otherwise publicly available sources, the sole responsibility of the Directors of the Company has been to ensure through reasonable enquiries that such information is accurately extracted from such sources or, as the case may be, reflected or reproduced in this Announcement.

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Press Release, November 11, 2013