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Listing on the Singapore Exchange
27 May 2008
Singapore Exchange
Tel Aviv, Israel
1
Agenda
1. Overview Of Singapore Exchange
2. SGX’s Securities Market Platforms
3. Catalist - Our Latest Offering
2
Overview Of
Singapore Exchange
3
Market Performance
…. strong long term growth
Annual Trading Volume
(bn units)
Straits Times Index (STI)
700
4000
650
3482.3
3500
600
2985.83
550
3000
3147.79
500
2479.58
2425.68
2239.56
450
400
2500
2216.79
2066.14
1764.52
2266.54
350
300
2000
1623.6
1341.07
1926.83
1529.84
1524.4
2347.34
1500
250
1490.7
200
1392.73
1000
150
100
500
50
r-0
8
Ap
07
20
06
20
05
20
04
20
03
20
02
20
01
20
00
20
99
19
98
19
97
19
96
19
95
19
94
19
93
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19
19
92
0
91
0
4
An International Exchange
…. sizeable segment of foreign companies
Market Capitalisation
- US$508 bn
No. of Listed
Companies – 760
Foreign
Companies
39%
293
467
Foreign
Companies
34%
US$172 bn
US$336 bn
Singapore
Companies
61%
Singapore
Companies
66%
• Note: Figures above exclude 18 foreign companies which are secondary listed with secondary trading
on SGX and 9 GDRs updated as at end-April 2008
5
Established Market
…. spans across the whole spectrum of industries
Transport/Storage/
Communications
19.41%
Agriculture
1.76%
Commerce
13.44%
Construction
0.69%
Electricity/Gas/Water
0.07%
Services
5.53%
Finance
16.26%
Properties
15.45%
Hotels/Restaurant
1.46%
Multi-Industry
7.45%
Mining/Quarrying
0.54%
Manufacturing
17.95%
• Note: Figures above exclude 18 foreign companies which are secondary listed with inactive trading and
9 GDRs on SGX as at end-April 2008
6
Diversity of Foreign Companies
… wide range of industries
Breakdown by
Market Capitalisation
Breakdown by Number
Agriculture
1.4%
Transport/ Storage/
Communications
4.9%
Services
17.2%
Commerce
6.6%
Construction
1.0%
Electricity/ Gas/
Water
0.3%
Finance
1.7%
Properties
5.2%
Mining/ Quarrying
1.0%
Multi-Industries
1.0%
Hotels/ Restaurants
0.3%
Manufacturing
59%
Construction
0.3%
Commerce
31.0%
Electricity/Gas/Water
0.05%
Agriculture
5.3%
Finance
1.0%
Hotels/Restaurants
1.2%
Transport/Storage/
Communications
10.5%
Services
6.0%
Properties
10.1%
Multi-Industries
1.6%
Manufacturing
31.4%
Mining/Quarrying
1.6%
• Note: Figures above exclude 18 foreign companies which are secondary listed with secondary trading
on SGX and 9 GDRs updated as at end-April 2008
7
Diversity of Foreign Companies
… different geographical regions
143
Country of Origin
53
K
or
ea
1
ra
el
2
U
S/
Is
3
C
an
di
a
3
In
n
6
Ja
pa
ro
p
e
7
Eu
tr
al
ia
8
A
us
an
iw
K
g
H
on
Ta
on
g
si
a
A
E.
S.
C
hi
na
18
ad
a
49
• Note: Figures above exclude 18 foreign companies which are secondary listed with inactive trading and
9 GDRs on SGX as at end-April 2008
8
Sarin Technology
Market Capitalisation of Sarin Technology
200
Listed on
SGX Mainboard on
8 April 2005
179
Issue Manager
United Overseas Bank
120
80
40
Recent Announcement
Record quarterly revenues of
US$10.6M in Q1,2008
& acquisition of Galatea
66
42
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Monthly Turnover (mil of shares)
16
14
14.4m
12
10
8
6
4
0.1m
Ja
n08
ep
-0
7
S
ay
-0
7
M
Ja
n07
ep
-0
6
S
ay
-0
6
M
Ja
n06
S
ep
-0
5
2
0
ay
-0
5
Sarin Technology Ltd is
involved in the development,
manufacture and sale of
precision technology
products that use threedimensional geometric
measurement (metrology) for
the processing of diamonds
and gems.
M
USD (M)
160
9
Some of Our Foreign Listings
…. ranges from mid to large size
Company
Origin
Sector
Market Cap
(US$ bn)
Jardine
(6 companies)
Hong Kong
Conglomerate
46.5
Wilmar
Malaysia
Palm Oil
21.6
Cosco Corporation
PRC
Shipping
5.2
Thai Beverage
Thailand
Food & Beverage
5.1
Noble Group
Hong Kong
Trading
4.4
Yanlord
PRC
Property
3.1
Total Access
Communications
Thailand
Telecommunications
2.6
PT Berlian Laju
Tankers
Indonesia
Shipping
1.0
TPV Technology
Taiwan
Electronics
1.0
10
Growth of Our Foreign Listings
…. outpacing growth of domestic listings
Total New Listings
90
Foreign New Listings
84
82
80
68
70
63
*
**
65
58
60
53
48
50
37
40
45
21
18
15
45
33
30
20
44
13
14***
10
8
10
0
1999
2000
2001
2002
2003
2004
2005
2006
2007
YTD April
2008
Foreign companies are well-received by investors here
Note: * Includes 3 Reverse Takeovers
** Includes 4 Reverse Takeovers, but excludes 7 GDRs
***Includes 3 Reverse Takeover but exclude 2 GDR
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Liquidity of Foreign Companies
450%
…. well-monitored by investors
Turnover Velocity
400%
350%
300%
250%
200%
150%
100%
50%
Ju
lN 00
ov
M -00
ar
-0
Ju 1
lN 01
ov
M -01
ar
-0
Ju 2
lN 02
ov
M -02
ar
-0
Ju 3
lN 03
ov
M -03
ar
-0
Ju 4
lN 04
ov
M -04
ar
-0
Ju 5
lN 05
ov
M -05
ar
-0
Ju 6
lN 06
ov
M -06
ar
-0
Ju 7
lN 07
ov
M -07
ar
-0
8
0%
Foreign Primary + Active Secondary Listings
Local Primary Listings
Chinese Primary Listings
Note: Statistical information updated as at end April 2008
12
IPO Funds Raised
…. growing significantly
5,701*
6,000
5,310
Local Companies
Foreign Companies
5,000
US$ mn
3,915
4,000
4,177
4,026
3,000
2,148
2,000
2,000
1,000
345
1,093
52
1655
0
2000
256
149
107
2001
1,074
2,828
1,040
627
411
1041
2002
663
2003
1108
2004
Notes: * Includes funds raised by Reverse Takeovers
Statistical information updated as at end April 2008
1087
2005
1284
2006
1524
2007
574
53
YTD
April-08
13
Active Secondary Fund Raising
…. continual funding for growth
18
Secondary Funds
IPO
16
Funds Raised (in US$ bn)
14
12
10.49
10
8
2.80
6
2.74
4
2
0
2.66
1.48
0.676
1997
1.23
1.38
2.13
2.00
1.41
0.26
1999
2000
2001
0.22
1998
1.83
1.35
3.92
1.1
1.25
1.07
2.15
2002
2003
2004
5.31
5.7
0.954
0.627
2005
2006
2007
YTD
April
2008
Note: Statistical information updated as at end April 2008
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Diversified Product Range
…. to suit each funding and investment need
 Equities / Equity options
 Global Depository Receipts
 Real Estate Investment Trusts (REITs)
 Business Trusts
 Investment Funds / Exchange Traded Funds (ETFs)
 Bonds /Debentures
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Post-IPO Support
…. extending beyond the initial listing stage

Facilitate regular interaction with analysts
 Monthly sessions

Profile to institutional investors
 Overseas roadshows (eg. Japan, Europe, U.S.A.)

Investor Relations Professionals Association Singapore (IRPAS)
 Promotes IR best practices in Singapore with over 160 members

Ensure research coverage
 Pioneering an exchange-subsidized research scheme
 Each listed company covered by 2 research firms
 Downloadable research reports on SGX’s website
(50,000 average monthly downloads by 35,000 users)
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SGX’s Securities Market Platforms
17
SGX’s Securities Market Platforms
MAINBOARD
CATALIST
Regulatory
Approach
Exchange-regulated
& supervised
Exchange-regulated,
Sponsor-supervised
Target
Companies
Established Companies
Fast-Growing Companies
IPO Review &
Post-IPO
Supervision
Exchange
Sponsors
• Established branding
• Access to a wider range
of institutional investors
• More product types
• Faster time to market
• Easier corporate actions
Key
Benefits
18
Mainboard Listing Requirements
…. 3 alternative routes
Alternative 1
Alternative 2
Alternative 3
Pre-Tax
Profit
S$7.5M over 3 yrs;
At least S$1M
each yr
S$10M in 1 or 2 yrs
Nil
Market Cap
Nil
Nil
S$80M
Public Float
Others
Companies with market cap <S$300M – 25% public float
Companies with market cap >S$300M – 12-25% public float
At least 1000 shareholders
- Accounting Standards: US GAAP / IFRS / Singapore-FRS
- Choice of reporting currency – USD, HKD etc
- Choice of domicile
- Independent directors
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Catalist - Our Latest Offering
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Catalist - Transformed From SESDAQ
1. Supervision of companies to be
undertaken by approved Sponsors.
2. SGX does not directly supervise
companies, but retains power to
discipline & ultimate accountability.
3. Sponsors are accountable:
• Regulation by Exchange
• Market reputation at stake
• Commercial obligations to issuers
• Legal/professional liabilities (SFA/R)
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Full Sponsors (in alphabetical order)
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Key Advantage: Shorter Listing Process
Catalist process ≈ 5 – 6 weeks
6 - 12 months
Preparation
to apply
2 weeks
Notification
to SGX
2 weeks
Public Exposure
on Catalist
Website
1 – 2 weeks
Lodgment
Trading
& Launch Commences
Mainboard process ≈ 12 – 18 weeks
6 - 12 months
Preparation to
apply
8 – 12 weeks
3 weeks
SGX
Review
Public
Exposure on
MAS Website
1 – 2 weeks
Registration &
Launch
Trading
Commences
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Key Advantage: Easier Corporate Actions
MAINBOARD
Annual
Mandate to
Issue New
Shares
Shareholder
Approval for
Acquisitions
& Disposals
Catalist
 Non pro-rata:
20%
 Pro-rata: 50%
 Non pro-rata: 50% to
100%*
 Pro-rata: 100%
 Thresholds at
20% of various
criteria
 Acquisition threshold at
75% or fundamental
change in business
 Disposal threshold at
50% or fundamental
change in business
Note: Criteria are based on net asset value; net profits attributable; aggregate value compared with market cap; no. of equity securities issued.
* 50% limit by ordinary resolution; 100% limit by special resolution
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Companies’ Admission Requirements
1. Sponsor to assess suitability to list
• No quantitative entry criteria set by SGX – Sponsors will use
their own in-house deal selection criteria
2. Offer Document with 12-month working cap statement
• No review by SGX
• Same disclosure/liability as prospectus
• Lodged on Catalodge website
3. Restrictions to secure commitment of
promoters* & pre-IPO investors
4. 2 Independent Directors
• 1 resident for foreign companies
5. Shareholding spread of 15%, 200
shareholders
This is a summary only, details of the requirements are in the rules.
*“Promoters” are controlling shareholders & their associates and executive directors with 5% of share cap at time of listing. If they hold more than 50% at IPO, they may sell but must
retain 50%. If they hold less than 50% at IPO, they may not sell any. After IPO, promoter and pre-IPO investors are subject to moratorium periods.
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Companies’ Continuing Requirements
1. Continual sponsorship at all times*
• No review of circulars by SGX
2. Higher mandate for new issuance
3. Higher thresholds for major transactions
4. Corporate governance guidelines (comply or explain)
5. Disclosure of material information
6. Half-yearly/quarterly reporting
7. Interested Persons Transactions
8. Shareholder spread of 10%
This is a summary only, details of the requirements are in the rules.
* Full Sponsor that brings an IPO to market must continually sponsor the company for at least 3 years after IPO.
26
Transfers Between Boards
MAIN
BOARD
ExchangeSupervised
Apply for transfer
• Meet entry criteria (profit)
• Be listed for 2 years
• Meet spread & shareholder requirement
• With offer: OIS (on OPERA)
• Without offer: Shareholder circular
• Undergo review by SGX
• Shareholder approval (special reso)
Apply for transfer
• Must not be a Mainboard watchlist
company
• Find Sponsor (decides suitability)
• Meet spread & shareholder requiremt
• Shareholder approval (special reso)
• No offer at point of transfer
SponsorSupervised
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Exchange Fees
Initial
Fee
Annual
Fee
MAINBOARD
Catalist
Minimum
S$50,000
S$30,000
Maximum
S$200,000
S$100,000
Variable Rate*
S$100 / mil
S$100 / mil
Minimum
S$25,000
S$15,000
Maximum
S$100,000
S$50,000
Variable Rate*
S$25 / mil
S$25 / mil
Note: Other listings expenses include professional fees for Sponsors, lawyers and
auditors. For more information, please consult a Sponsor.
* Fees are based on market cap of the listed company. For example:For company with market cap of S$100M, initial fees = S$30,000
For company with market cap of S$500M, initial fees = S$50,000
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For more information, please visit
www.sgx.com & www.sgxcatalist.com
Contact:
Email: [email protected]
Tel: Melissa Tan (T: +65-6236 5189)
Lily Chia (T: +65-6236 8770)
Thank You
While care has been taken to ensure the accuracy of the information in this document, SGX and
its affiliates make no warranty as to the accuracy, completeness, merchantability or fitness for any
purpose, of the information contained in this document or as to the results obtained by any person
from the use of any information or investment product mentioned in this document. SGX reserves
the right to make changes to such information from time to time. Any change, omission or error in
such information, shall not form the basis for any claim, demand or cause of action against SGX
or any of its affiliates and SGX and its affiliates expressly disclaim liability for the same.
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