Unless otherwise stated, all abbreviations used herein shall have the same meaning as defined in the offer document in relation to the Offer dated 16 June 2025 ("Offer Document") and the press notice in relation to the extension of the closing time and date for acceptance of the Offer dated 3 July 2025.
Reference is made to the Offer Document and the press notice in relation to the extension of the closing time and date for acceptance of the Offer dated 3 July 2025, which set out the details, terms and conditions of the Offer, as well as the press notice in relation to the Offeror and the PACs collectively holding more than 90.0% of the total issued shares of FGV dated 29 July 2025.
The Board of FGV wishes to announce that FGV has on 15 August 2025, received the press notice from Maybank IB, on behalf of the Offeror (“Press Notice”), informing that the Offer has closed at 5.00 p.m. (Malaysian time) on Friday, 15 August 2025, being the Final Closing Date. As at 5.00 p.m. (Malaysian time) on the Final Closing Date, the Offeror has received valid acceptances under the Offer and has acquired the Offer Shares, resulting in the Offeror and the PACs collectively holding 3,464,565,408 FGV Shares, representing 94.97% of the total issued shares of FGV.
As mentioned in the press notice dated 29 July 2025, as the Offeror and the PACs collectively hold more than 90.0% of the FGV Shares and the Offeror does not intend to maintain the listing status of FGV on the Main Market of Bursa Securities, Bursa Securities will suspend the trading of the FGV Shares immediately upon the expiry of five (5) market days from the Final Closing Date in accordance with subparagraph 16.02(3) of the Listing Requirements.
Thereafter, the Offeror will procure FGV to take the requisite steps to withdraw its listing status from the Official List in accordance with paragraph 16.07 of the Listing Requirements.
As the Offeror has received valid acceptances under the Offer and has acquired the Offer Shares, resulting in the Offeror and the PACs collectively holding not less than nine-tenths (9/10) in the value of the FGV Shares (including FGV Shares already held at the date of the Offer by the Offeror and the PACs), the Offeror will issue the Notice to Dissenting Holders to inform the Dissenting Holders that they may exercise their rights under subsection 223(1) of the CMSA, by serving a notice on the Offeror to require the Offeror to acquire their FGV Shares on the same terms as set out in the Offer Document or such other terms as may be agreed between the Offeror and such Dissenting Holder.
In accordance with subsection 223(2) of the CMSA, the Offeror will issue the Notice to Dissenting Holders to the Dissenting Holders within one (1) month from 29 July 2025, being the date on which the Offeror has received valid acceptances under the Offer and has acquired the Offer Shares, resulting in the Offeror and the PACs collectively holding not less than nine-tenths (9/10) in the value of the FGV Shares (including FGV Shares already held at the date of the Offer by the Offeror and the PACs). The Notice to Dissenting Holders may specify the period for the Dissenting Holders to exercise their rights and in any event, such period shall not be less than three (3) months after the Final Closing Date.
In accordance with paragraph 13.01 of the Rules, the level of acceptances of the Offer as at 5.00 p.m. (Malaysian time) on the Final Closing Date is set out in the attached Press Notice.
Please refer to the attached Press Notice for further information.
This announcement is dated 15 August 2025.