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Update: Hwa Hong completes London property acquisition

Monday, June 6, 2016 - 10:00

HWA Hong Corporation has completed the acquisition through a wholly-owned subsidiary 50 per cent of a nominee company that has invested £24.8 million (S$47.4 million) in a freehold property in London's Clerkenwell area.

The acquisition, first announced on April 11, called on Hwa Hong's subsidiary, Singapore Warehouse Company Pte Ltd (SWL), to hold 500 shares of nominal value of £0.01 each in the share capital of Capital Herbal Ltd (CHL), representing about 50 per cent of the total issued and paid-up share capital of CHL.

CHL was to acquire at £24.8 million the freehold property located at 3-7 Herbal Hill, Clerkenwell, London, from CGIS Herbal Hill Ltd under an agreement dated April 8, 2016.

Hwa Hong said the property acquisition has taken place on June 3, 2016. CHL now holds 50 per cent beneficial ownership of the property on trust for SWC. SWC has, in turn, extended a loan of about £7.23 million (about S$14.39 million) to CHL for property acquisition.

The other shareholders in CHL are DR Trust, with a 45 per cent stake, and Langland Estates, with a 5 per cent interest.

SWC has agreed on June 3 to loan £5.39 million to DR Trust - a private family trust registered and incorporated in New York - to fund the latter's 45 per cent share of the property acquisition. Interest on the loan is pegged at 8 per cent per annum and payable on a quarterly basis.

DR Trust will have the right to repay the loan at any time during a period of six months from the date of the drawdown but not before two months from June 3.

During the loan period, DR Trust's 45 per cent shareholding in CHL will be registered in SWC's name and held in trust for DR Trust.

Under a supplemental agreement, DR Trust's loan from SWC is pledged on shares in Capital Eagle Ltd (CEL) and the declaration of trust between CEL and Eagle House in relation to Eagle House's beneficial interest in London properties held in the name of CEL. The properties are 2-28 (even) and 20 and 32 Procter Street, Holborn, London.

The Clerkenwell property at 3-7 Herbal Hill has a total floor area of 32,935 square feet and boasts seven floors of office space. It is fully leased and produces an annual gross rental income of about £1.1 million, Hwa Hong said in an April 11 Singapore Exchange announcement.

The building is leased to Guardian News and Media for 15 years from June 2004 to June 2019, according to the webpage of British real estate broker Michael Elliott.

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