MISCELLANEOUS

*Asterisks denote mandatory information

Name of Announcer*

ASIA PACIFIC BREW ERIES LTD

Company Registration No.

193100007K

Announcement submitted on

behalf of

ASIA PACIFIC BREW ERIES LTD

Announcement is submitted with

respect to *

ASIA PACIFIC BREW ERIES LTD

Announcement is submitted by *

Anthony Cheong Fook Seng

Designation *

Company Secretary

Date & Time of Broadcast

14-Jan-2013 22:30:46

Announcement No.

00143

>> ANNOUNCEMENT DETAILS

The details of the announcement start here ...

Announcement Title *

WAIVER OF RULE 705(2) OF THE SGX-ST LISTING MANUAL

Description

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Attachments

APBL-Waiver_from_Rule_705-2_14.1.13.pdf

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ASIA PACIFIC BREWERIES LIMITED (Incorporated in the Republic of Singapore) (Company Registration No.: 193100007K) ANNOUNCEMENT WAIVER OF RULE 705(2) OF THE SGX-ST LISTING MANUAL 1. INTRODUCTION

The board of directors (the "Board") of Asia Pacific Breweries Limited (the "Company") refers to the mandatory unconditional cash offer (the "Offer") made by Credit Suisse (Singapore) Limited and Citigroup Global Markets Singapore Pte. Ltd., for and on behalf of Heineken International B.V. (the "Offeror"), for all the ordinary shares (the "Shares") in the issued and paid-up capital of the Company, other than those already owned, controlled or agreed to be acquired by the Offeror and its related corporations as at the date of the Offer.

2. WAIVER OF RULE 705(2) OF THE SGX-ST LISTING MANUAL

On 10 January 2013, the Company applied to the Singapore Exchange Securities Trading Limited (the "SGX-ST") for a waiver (the "Waiver") from the SGX-ST of Rule 705(2) of the Listing Manual of the SGX-ST (the "Listing Manual") in respect of the requirement to release the unaudited financial statements of the Company for the first quarter of its financial year ending 30 September 2013.
The reasons for seeking the Waiver were as follows:
(i) the Offeror had on 13 December 2012 despatched to the shareholders who failed or refuse to accept the Offer (the "Non-Assenting Shareholders") a notice (the "Section 215(3) Notice") in the prescribed form setting out the rights of Non- Assenting Shareholders pursuant to Section 215(3) of the Companies Act, Chapter
50 of Singapore (the "Companies Act"). Under Section 215(3) of the Companies Act, the Non-Assenting Shareholders have three months from the giving of the Section
215(3) Notice to require the Offeror to acquire their Shares. Accordingly, the completion of the process under Section 215(3) of the Companies Act (the "Section

215(3) Process") is expected to be on or around 13 March 2013;

(ii) in addition, the Offeror had also set out in its offer document dated 4 December 2012 that it intends to exercise its right under Section 215(1) of the Companies Act to compulsorily acquire all the Shares of the Non-Assenting Shareholders; and
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(iii) as announced by the Company on 8 December 2012, the Company will be delisted on the earlier of (a) the completion of the exercise by the Offeror of its rights pursuant to Section 215(1) of the Companies Act if the Offeror becomes entitled to do so and (b) the Section 215(3) Process.

3. SGX-ST CONFIRMATION

The Company has been informed by the SGX-ST on 14 January 2013 that the SGX-ST has no objection to the application by the Company for the Waiver, subject to the following:
(i) the Company announcing the Waiver granted, the reasons for seeking the Waiver and the conditions as required under Rule 107 of the Listing Manual;
(ii) submission of a written confirmation from the Company that the waiver does not contravene any laws and regulations governing the Company and the articles of association of the Company; and
(iii) submission of a written confirmation from the Company that it is not aware of any information that will have a material bearing on investors' decision which has yet to be announced by the Company.

4. DIRECTORS' RESPONSIBILITY STATEMENT

The directors of the Company (including any who may have delegated detailed supervision of this Announcement) have taken all reasonable care to ensure that the facts stated and all opinions expressed in this Announcement are fair and accurate and that no material facts have been omitted from this Announcement, and the directors of the Company 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.
BY ORDER OF THE BOARD Anthony Cheong Fook Seng
Company Secretary
14 January 2013
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