TAKE-OVERS & MERGERS (CHAPTER 11 OF LISTING REQUIREMENTS) HELP INTERNATIONAL CORPORATION BERHAD (“HIC” OR THE “COMPANY”) - CONDITIONAL VOLUNTARY TAKE-OVER OFFER BY BETTER EDUCATION ENTERPRISE SDN BHD (“BEE” OR THE “OFFEROR”) TO ACQUIRE ALL THE ORDINARY SHARES OF RM0.50 EACH IN HIC (“HIC SHARES” OR “OFFER SHARES”) FOR A CASH CONSIDERATION OF RM2.53 PER OFFER SHARE (“OFFER”)