Divestment of Singapore Food Industries receives overwhelming response from SembCorp Industries' shareholders

Singapore, Nov 13, 2002

Results of Extraordinary General Meeting
The Board of Directors of SembCorp Industries Ltd announces that its shareholders have approved the proposed sale of the Company’s 75 per cent interest in Singapore Food Industries Limited (""SFI"") by way of a renounceable preferential offer.

At the extraordinary general meeting of the Company held today, the shareholders voted in favour of the ordinary resolution to approve the proposed sale and the renounceable preferential offer by an overwhelming majority.

Mr Wong Kok Siew, Deputy Chairman and CEO of SembCorp Industries, remarked: ""Not only did we secure overwhelming support but many of our large institutional shareholders also voted in favour of the divestment. This reflects strong support from our shareholders for the sale of SFI which will bring us cash proceeds of $262.5 million and a net gain of approximately $180 million. The proceeds will be used to reduce the borrowings of the Group. As a result, our balance sheet will be strengthened and we will be better able to focus and grow our Key Businesses.""

Announcement of Offer Ratio

The exercise of warrants and options to subscribe for new ordinary shares of $0.25 each in the capital of the Company (""SembCorp Industries Shares"") have been suspended from 12.00 pm today and will continue to be suspended up to 5.00 pm on November 25, 2002 (the ""Books Closure Date"") in order to determine the total number of SembCorp Industries Shares that would be in issue as at 5.00 pm on November 25, 2002. 

Based on the total number of issued SembCorp Industries Shares as at 12.00 pm today, the Company's 375,000,000 ordinary shares of $0.05 each in the capital of SFI (""SFI Sale Shares"") will be provisionally allocated to entitled SembCorp Industries shareholders on the following basis:

0.2059464 SFI Sale Share for every one SembCorp Industries Share
held as at 5.00 pm on the Books Closure Date,
fractional entitlements to a SFI Sale Share to be disregarded.

An offer document setting out the procedures for the renounceable preferential offer will be despatched on or about November 28, 2002 to persons who are registered SembCorp Industries shareholders or, as the case may be, have SembCorp Industries Shares credited to their Securities Account as at 5.00 pm on the Books Closure Date.

By Order of the Board
Linda Hoon Siew Kin
Group Company Secretary

For media and analyst queries, please contact:
Ms Ng Lay San
Group Corporate Relations
SembCorp Industries
Tel: (65) 63579 150           
Fax: (65) 63522 163
Email: laysan@sembcorp.com.sg

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