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i. Issuance of new irredeemable convertible preference shares in Ageson Berhad (formerly known as Prinsiptek Corporation Berhad) ("Ageson") ("ICPS") to the entitled shareholders of Ageson pursuant to the renounceable rights issue of 3,860,754,392 new ICPS on the basis of 13 ICPS for every 1 existing ordinary share in Ageson held as at 5.00 p.m. on Wednesday, 19 February 2020 at an issue price of RM0.01 per ICPS; and ii. Issuance of 750,000,000 ICPS to Daya Intelek Usahasama Sdn Bhd for the acquisition by Prinsiptek Properties Sdn Bhd, a wholly-owned subsidiary company of Ageson, of a parcel of development land measuring 7,395 square metres identified as Lot No. PT 129 held under Title No. H.S.(D) 18991, Section 1, Town of Batu Ferringi, District of Timor Laut, Pulau Pinang for a purchase consideration of RM57.00 million to be satisfied via combination of RM49.50 million in cash and RM7.50 million in issuance and allotment of 750,000,000 ICPS at an issue price of RM0.01 per ICPS
The ICPS can be converted into new Ageson Shares at the conversion price of RM0.13 ("Conversion Price") in the following manner: i. by surrendering 13 ICPS to be converted into 1 new Ageson Share; or ii. a combination of such number of ICPS and cash with an aggregate value equal to the Conversion Price, subject to a minimum of 1 ICPS surrendered, and paying the difference between the aggregate value of the ICPS surrendered and the Conversion Price in cash for 1 new Ageson Share. Premised on the terms of the ICPS, the ICPS can be converted into new Ageson Shares at any time within 10 years commencing on and including the date of issue of the ICPS up to and including the maturity date (as indicated above), as determined by the conversion ratio and Conversion Price. Any remaining ICPS that are not converted by the maturity date shall be automatically converted into new Ageson Shares at the conversion ratio of 13 ICPS for 1 new Ageson Share. If the conversion results in a fractional entitlement to Ageson Shares, such fractional entitlement shall be disregarded and no refund or credit, whether in the form of the ICPS, cash or otherwise, shall be given in respect of the disregarded fractional entitlement. If the maturity date of the ICPS falls on a non-market day, then it will fall on the preceding market day. This announcement is dated 18 March 2020.