NEXGRAM HOLDINGS BERHAD ("NEXGRAM" OR "COMPANY")

MEMORANDUM OF UNDERSTANDING ("MOU") BETWEEN NMED INDUSTRIES SDN BHD ("NMEDI"), A WHOLLY OWNED SUB-SUBSIDIARY OF NEXGRAM HOLDINGS BERHAD ("NEXGRAM") WITH ARITA HOLDINGS SDN BHD ("AHSB") ("PARTIES") WITH THE INTENTION TO ENTER INTO A DEFINITIVE SALE AND PURCHASE AGREEMENT FOR THE PROPOSED ACQUISITION OF ARITA PLASTICS INDUSTRIES (M) SDN BHD ("APIMSB")("PROPOSED ACQUISITION") ("MOU")

We refer to your Company’s announcement dated 13 August 2020, in respect of the aforesaid matter.

In this connection, kindly furnish Bursa Securities with the following additional information for public release:-

1. To quantify the percentage of shareholdings in APIMSB to be acquired pursuant to the Proposed Acquisition.
2. The date APIMSB commenced its operations.
3. Principal markets for APIMSB’s products.
4. Net profits and net assets of APIMSB based on its latest audited accounts.
5. The total consideration for the Proposed Acquisition, together with –

          a) the basis of arriving at the consideration, other than on a “willing buyer willing seller” basis. If it was based on                net assets, the year the net assets were taken into consideration, quantifying the net assets and stating                          whether it was based on audited financial statements; and

          b) the justification for the consideration.

     6.  Mode of satisfaction of the purchase consideration. Where the purchase consideration is to be satisfied by                    cash, the source of funding and its breakdown. Where the consideration is to be satisfied in whole or in part by              an issue of securities of Nexgram –

          i)  the number and type of securities to be issued;

          ii) the ranking of the securities;

          iii) whether listing will be sought for the securities; and

          iv)The issue price, basis of determining the issue price and justification for the pricing of the securities.

   7. Where the purchase consideration is to be satisfied in whole or in part by way of transfer of treasury shares, the            information as set out in Part B of Appendix 12C (if applicable);

   8. Particulars of all liabilities, including contingent liabilities and guarantees to be assumed by the Nexgram, arising           from the Proposed Acquisition.

Please furnish Bursa Securities with your reply within one (1) market day from the date hereof.

Yours faithfully

LISTING

REGULATION

Cc : Market Surveillance Dept., Securities Commission (via fax)