O TTO M ARINE L IMITED - Microsoft Internet Explorer - SGX

SUBSTANTIAL SHAREHOLDERS AND VENDORS
Shareholders
Our Directors, Substantial Shareholders and Cornerstone Investors and their respective shareholdings
immediately before and after the Offering are set out below:
Before the Offering Immediately after the Offering
Direct Interest Deemed Interest Direct Interest Deemed Interest
No. of
Shares %
No. of
Shares %
No. of
Shares %
No. of
Shares %
’000 ’000 ’000 ’000
Directors
Yaw Chee Siew (1)
..................... — — 877,500 90.00% — — 858,000 72.65%
LeeKokWah........................ 97,500 10.00% — — 87,750 7.43% — —
William Edward Alastair Morrison .......... — — — — — — — —
Craig Foster Pickett .................... — — — — — — — —
Reggie Thein ........................ — — — — — — — —
Ng Chee Keong . . . .................... — — — — — — — —
Substantial Shareholders
CEO Technology Asia (2) ................. 48,750 5.00% — — 29,250 2.48% — —
Business Companion Investments (3) .......... 828,750 85.00% — — 828,750 70.17% — —
Public
Standard Chartered Private Equity Limited (5) ....
Cornerstone Investors
— —
(5) (5)
— —
Bangkok Bank (4) ...................... — — — — 39,215 3.32% — —
Standard Chartered Private Equity Limited (4) .... — — — — 58,000 4.91% — —
Maju Holdings (4) ......................
Others
— — — — 49,019 4.15% — —
Others (6) (including Reserved Shares (7) ) ....... — — — — 89,061 7.54% — —
Total .............................. 975,000 100.00% — — 1,181,045 100.00% — —
(5) (5)
Notes:
(1) Yaw Chee Siew is deemed to be interested in all the Shares held by CEO Technology Asia and Business
Companion Investments under Section 4 of the SFA.
(2) CEO Technology Asia is an investment holding company incorporated in BVI on 28 October 2005 and
Yaw Chee Siew is its sole shareholder.
(3) Business Companion Investments is an investment holding company incorporated in BVI on 12 November
2007 and Yaw Chee Siew is its sole shareholder.
(4) Each of Bangkok Bank, Maju Holdings and SCPEL has entered into a Cornerstone Share Subscription
Agreement with our Company to purchase Shares for an amount of S$20,000,000, S$25,000,000 and
S$29,580,000 (subject to rounding down to the nearest thousand Shares) respectively. Save as disclosed in
“Directors and Senior Management”, there is no relationship between the Cornerstone Investors and the
Directors, Substantial Shareholders of our Company and their Associates.
(5) These do not include Shares subscribed under Cornerstone Share Subscription Agreement between SCPEL
and us. SCPEL has certain options over these Shares under the Exchangeable Loan Agreement. The
Exchangeable Loan was drawn down on 14 April 2008, by Business Companion Investments. Pursuant to
the terms of the Exchangeable Loan Agreement, SCPEL may acquire Shares owned by Business Companion
Investments by electing to be transferred Shares owned by Business Companion Investments in
exchange for the Exchangeable Loan in two tranches of S$35.0 million each, along with the applicable
accrued interest on each tranche owing to SCPEL (“Applicable Interest”), at certain pre-determined periods
of time and at exchange prices based on certain pre-determined exchange formulas. See “— Exchangeable
Loan Agreement”.
By virtue of Section 4 of the SFA, SCPEL is deemed to be interested in the Shares as a result of the rights
of exchange granted by Business Companion Investments over Shares owned by it to SCPEL as follows:
(a) In relation to the first tranche of S$35.0 million, SCPEL can elect to convert it, together with the
Applicable Interest as at the point of the first exchange, at an exchange price per Share of S$0.4743,
which is 93.0% of the Offering Price, in accordance with the terms of the Exchangeable Loan
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