LIPPO-MAPLETREE - Lippo Malls Indonesia Retail Trust - Investor ...

Lock-ups . . . . . . . . . . . . . . . . . . . . . .each case, in compliance with all applicable laws andregulations, including the SFA, and any regulationsthereunder. However, there is no assurance that theStabilising Manager (or persons acting on behalf of theStabilising Manager) will undertake stabilisation action.Such transactions may commence on or after the date ofcommencement of trading in the Units on SGX-ST and, ifcommenced, may be discontinued at any time and shall notbe effected after the earliest of (i) the date falling 30 days fromthe date of commencement of trading of the Units on the SGX-ST, (ii) the date when the Stabilising Manager has bought on theSGX-ST an aggregate of 96,820,000 Units, representing notmore than 15.0% of the total Units offered to undertakestabilising actions or (iii) the date falling 30 days after thedate of adequate public disclosure of the final price of the Units.(See “Plan of Distribution—Over-allotment and Stabilisation”.)Lippo Strategic (also the Unit Lender), Lippo Holdings Inc, LippoCapital Limited, Lippo Cayman Limited, Lanius Ltd, MIPL,Mapletree Dextra Pte Ltd and Mapletree LM on 9 November2007 have each agreed to (i) a lock-up arrangement in respect oftheir direct or indirect interests (as the case may be) in theCornerstone Units, as at the Listing Date during the FirstLock-Up Period and (ii) a lock-up arrangement in respect oftheir direct or indirect interests (as the case may be) in 50.0% ofthe Cornerstone Units as at the Listing Date during the SecondLock-Up Period, subject to certain exceptions.The Manager has also on 9 November 2007 agreed to a lock-uparrangement in respect of any offer, issue or contract to issueany Units, and the making of any announcements in connectionwith any offer, issue or contract to issue any Units during the FirstLock-Up Period, subject to certain exceptions.(See “Plan of Distribution—Lock-up Arrangements”.)Capitalisation. . . . . . . . . . . . . . . . . . . S$963.3 million (based on the Offering Price) (see“Capitalisation”).Use of Proceeds . . . . . . . . . . . . . . . .Unitholders’ Meetings . . . . . . . . . . . .Based on the Offering Price and estimated issue costs of theOffering, the gross proceeds from the Offering, assuming thatthe Over-allotment Option has not been exercised, areestimated to be approximately S$848.3 million.The Manager intends to apply the total proceeds from theOffering and from the issuance of Cornerstone Units towardsthe following:(i)payment of the purchase consideration to the Vendors forthe acquisition of all of the ordinary shares and redeemablepreference shares in the Target Singapore SPCs atcompletion under the Singapore SPC Share PurchaseAgreements; and(ii) costs and expenses related to the Offering and the issuanceof the Cornerstone Units.(See “Use of Proceeds” and “Certain Agreements Relating toLMIR Trust and the Properties”.)The Manager and the Trustee may (and the Manager shall at therequest in writing of not less than 50 Unitholders or theUnitholders with not less than one-tenth in number of issued57