On 16 June 2020, the Board of Directors of GPB (“Board”) announced the signing of a term sheet (“Term Sheet”) between the Company with all the sellers set out in Section 2.2 of the announcement attached below (“Announcement”) (“Sellers”) for the proposed acquisition of the entire equity interest in Xendity Pte Ltd (“Xendity” or “Target Company”), comprising 3,105,263 ordinary shares in the Target Company from the Sellers for a purchase consideration of USD10.0 million or RM41.67 million (based on the exchange rate of USD1.000:RM4.167, being the USD:RM middle rate at 5:00 p.m. published by Bank Negara Malaysia (“BNM Middle Rate”) on 4 November 2020, being the latest practicable date prior to the date of the Announcement), subject to adjustments in accordance with the terms and conditions set out in the Term Sheet.

Subsequently, on 15 September 2020, GPB announced that the validity of the Term Sheet had been extended from 16 September 2020 to 31 December 2020.

On behalf of the Board, RHB Investment Bank Berhad wishes to announce that GPB had on 2 December 2020 entered into a share sale agreement with the Sellers for the proposed acquisition by GPB of the entire equity interest in Xendity from the Sellers (“SSA”) for an aggregate purchase consideration of up to USD10.0 million or RM41.67 million, subject to adjustments in accordance with the terms and conditions set out in the SSA (“Purchase Consideration”). The Purchase Consideration will be satisfied through a combination of cash amounting to USD1.5 million or RM6.25 million and the remaining amount of up to USD8.5 million or RM35.42 million through the allotment and issuance of new ordinary shares in GPB at an issue price to be determined later (“Proposed Acquisition”).

For the avoidance of doubt, all conversions of amounts from USD to RM throughout the Announcement will be at the BNM Middle Rate.

Further details of the Proposed Acquisition are set out in the attachment below.

This Announcement is dated 2 December 2020.