“Reference Date” : The last day of the month immediately preceding the First Closing
Date
“Reference Date : The balance sheet of AMC at the Reference Date
Balance Sheet”
“Second Closing” : As defined in Section 2.1.5 of this Circular
“Second Closing : Such portion of the consideration for the Proposed Acquisition
Consideration” payable on the Second Closing Date
“Second Closing Date” : As defined in Section 2.1.5 of this Circular
“Securities Account” : A securities account maintained by a depositor with CDP but does
not include a securities sub-account
“Sellers” : As defined in Section 1.1 of this Circular
“Sellers’ Group” : Means the Sellers and their Affiliates, excluding the AMC Group
“SFA” : The Securities and Future Act (Chapter 289) of Singapore, as
amended, modified or supplemented from time to time
“SGX-ST” : Singapore Exchange Securities Trading Limited
“Shareholders” : Registered holders of Shares, except that where the registered
holder is CDP, the term “Shareholders” shall, where the context
admits, mean the depositors whose Securities Accounts are
credited with Shares
“Shares” : Ordinary shares in the issued share capital of the Company
“Share Purchase : The conditional share purchase agreement dated 21 October 2010
Agreement” entered into between the Company and the Sellers in relation to
the Proposed Acquisition, as more particularly described in Section
2.1 of this Circular
“Subscription Agreement” : The subscription agreement dated 21 October 2010 entered into
between the Company and AKSO in respect of the Convertible
Bond to be issued by the Company to AKSO (or its authorized
nominee)
“Take-over Code” : The Singapore Code on Take-overs and Mergers, as amended,
modified or supplemented from time to time
“Vessel” : The vessel being built for ACAS at STX Norway Offshore AS with
Hull No 719 and IMO No. 9435480
“Vessel Charter” : The bareboat charter party entered into on 21 October 2010
between ACAS and Aker Marine Contractors AS in relation to the
Vessel
“Vessel Contract” : The charter contract dated 23 March 2010 with a leading global
industrial company based in Europe and a strategic cooperation
agreement related thereto
Bond Issue” the Conversion Shares as partial satisfaction of the Aggregate
Consideration for the Proposed Acquisition