1.      INTRODUCTION

This is a voluntary announcement pursuant to Rule 10.05(2) of the Ace Market Listing Requirements of Bursa Malaysia Securities Berhad, the Board of Directors of Bioalpha Holdings Berhad (“Bioalpha” or “the Company”) wishes to announce that its indirect wholly-owned subsidiary, Bioalpha (Hainan) Health Co. Ltd. (“BHBL”) had on 20 October 2021 completed the acquisition of  a company namely Guizhou Hongbo Supply Chain Co. Ltd. (“Guizhou Hongbo”) for a total cash purchase consideration of RMB20,000.00 equivalent to RM12,851.00. (“Acquisition”).

Following the Acquisition, Guizhou Hongbo will become a 100% owned subsidiary of BHBL and indirect 100% wholly owned subsidiary of Bioalpha.

2.      INFORMATION ON GUIZHOU HONGBO

Guizhou Hongbo was incorporated on 31 March 2021 at 7th floor, Liu Gang building, Xiangyang Road, Zhazuo Street, Xiuwen District, Guiyang City, Guizhou Province, China. Their business operations included supply chain management services that involved food processing and productions, food management, general tradings which includes import and  exports, agricultural related services and warehousing. The Director and the shareholder of  Guizhou Hongbo is Mr Yao Hong. The registered capital of Guizhou Hongbo is RMB2,000,000.

3.      SOURCE OF FUNDING

The Acquisition will be funded via the Company’s internally generated funds.

4.      LIABILITIES TO BE ASSUMED

Save for the liabilities in the financial statements of Guizhou Hongbo, which will be consolidated into the results of the Company’s Group of Companies, there are no other liabilities including contingent liabilities and guarantees, to be assumed by the Company arising from the Acquisition.

5.      RATIONALE OF THE ACQUISITION

The Acquisition will provide to Bioalpha Group opportunity to participate in health food and ingredients supply and to facilitate trading activities in Guizhou province.

6.      APPROVAL REQUIRED

The Acquisition is not subject to the approval from the shareholders of Bioalpha or any other relevant regulatory authorities and/or parties.

7.      INTEREST OF DIRECTORS, MAJOR SHAREHOLDERS AND/OR PERSON CONNECTED TO THEM

None of the Directors and/or Major Shareholders of Bioalpha and/or persons connected to them have any interest, direct or indirect, in the Acquisition.

8.         FINANCIAL EFFECTS

8.1       Share capital and substantial shareholders’ shareholdings

The Acquisition will not have any effect on the issued and paid-up share capital of Bioalpha and the shareholding of its substantial shareholders as the Acquisition does not entail any issuance of new ordinary shares in the Company and/or convertible securities in the Company.

8.2       Net assets and gearing        

The Acquisition will not have any immediate material effect on the net assets of Bioalpha Group for the financial year ending 31 December 2021.

8.3       Earnings per share (“EPS”)

The Acquisition is not expected to have a material effect on the consolidated earnings and EPS of Bioalpha Group.

9.         DIRECTORS’ RECOMMENDATION

The Board, having considered all aspects of the Acquisition, including the rationale and benefits of the Acquisition, is of the opinion that the Acquisition is in the best interest of the Bioalpha Group.

10.       HIGHEST PERCENTAGE RATIO APPLICABLE TO THE    ACQUISITION

The highest percentage ratio applicable to the Acquisition pursuant to Rule 10.02(g) of the ACE Market Listing Requirements of Bursa Malaysia Securities Berhad is 0.01% based on the audited consolidated financial statements of Bioalpha for the financial year ended 31 December 2020.

11.       DOCUMENT FOR INSPECTION

 The SSA is available for inspection at the registered office of the Company at Level 5, Block B, Dataran PHB, Saujana Resort, Section U2, 40150 Shah Alam,  Selangor, during normal working hours from Monday to Friday (except Saturday, Sunday and Public Holidays) for a period of three (3) months from the date of this announcement.

This announcement is dated 20 October 2021.