SMB UNITED LIMITED

(Company Registration Number: 199506364D) (Incorporated in the Republic of Singapore) (the "Company")

VOLUNTARY CONDITIONAL CASH OFFER FOR SMB UNITED LIMITED - EXPRESSION OF INTEREST BY A THIRD PARTY

The Board of Directors (the "Board") refers to the voluntary conditional cash offer (the "Offer") made by PrimePartners Corporate Finance Pte. Ltd., for and on behalf of Profit Sea Holdings Limited the (the "Offeror"), an indirect wholly-owned subsidiary of Boer Power Holdings Limited, to acquire all the issued and fully paid-up ordinary shares in the capital of the Company, other than those already owned, controlled or agreed to be acquired by the Offeror.
The Board wishes to inform shareholders of the Company ("Shareholders") that the Company has received an expression of interest from a third party (the "Third Party") in connection with a potential acquisition of all ordinary shares in the share capital of the Company ("Shares"). Lazard Asia Limited, which has been appointed as the Company's financial adviser on 1 September 2011, is assisting the Company in its on-going discussions with the Third Party. In response to an application by the Third Party, the Securities Industry Council has ruled that the Third Party must clarify its intentions no later than 10 January 2012 by either announcing a firm intention to make an offer for the Company or confirming to the Company that it does not intend to make an offer, in which case, the Company will be required to announce that fact. In addition, the Third Party may be required to clarify its intentions at an earlier date and/or be identified in the appropriate circumstances.
The Board wishes to highlight that notwithstanding the discussions with the Third Party, there is no assurance that such discussions will result in any firm intention by the Third Party to make an offer to acquire the Shares. If and when there is any material development, the Company will make an announcement at the appropriate time.
In the meantime, the Board wishes to advise Shareholders to refrain from taking any action in respect of their Shares which may be prejudicial to their interests, and to exercise caution when dealing in the Shares.
The Directors of the Company (including those who may have delegated detailed supervision of this Announcement) have taken all reasonable care to ensure that the facts stated in this Announcement are fair and accurate and that no material facts have been omitted from this Announcement, and they jointly and severally accept responsibility accordingly. Where any information has been extracted 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 has been accurately and correctly extracted from such sources or, as the case may be, accurately reflected or reproduced in this Announcement.
Any enquiries relating to this Announcement or the Offer should be directed to the following: Lazard Asia Limited
3 Church Street
#14-01 Samsung Hub Singapore 049483 (65) 6534 2011
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BY ORDER OF THE BOARD

SMB UNITED LIMITED

Lee Phuan Weng
Chairman
20 December 2011
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Voluntary Conditional Cash Offer For SMB United Limited – Expression Of Interest By A Third Party