The Company wishes to inform that it has on 7 January 2022 received a notification from JT Conglomerate Sdn Bhd ("JTC") ("Notification Letter") informing that it has entered into a conditional share sale agreement ("SSA") with Just Trading Sdn Bhd, Sagittarius World Trade Sdn Bhd and AMG Resources Sdn Bhd (collectively referred to as the Vendors") for the acquisition of all the 71,056,870 ordinary shares in Comcorp ("Comcorp Shares") held by them, representing 50.75% of the existing issued share capital of the Company for a total cash consideration of RM10,658,530.50, which is equivalent to RM0.15 per Comcorp Share ("Acquisition").

In addition, pursuant to the proposed regularisation plan as announced by the Company on 7 January 2022, JTC had also on even date, entered into a conditional subscription agreement (“Subscription Agreement”) with the Company to subscribe for 206,125,000 new Comcorp shares (“Subscription Shares”) and 70,000,000 Redeemable Convertible Preference Shares (“RCPS”) at an issuance price of RM0.08 each (“Proposed Subscription”).

The SSA is conditional upon, inter-alia, the Subscription Agreement being rendered unconditional. As a result of the Proposed Subscription and Acquisition, JTC will hold 277,181,870 Comcorp shares, representing 72.47% of the total enlarged number of issued shares in Comcorp.

Accordingly, upon the Subscription Agreement becomes unconditional which simultaneously render the SSA unconditional, JTC will be obliged to extend an unconditional mandatory take-over offer to acquire all the remaining 105,318,130 Comcorp Shares, representing approximately 27.53% shareholdings in the enlarged share capital of Comcorp (excluding treasury shares), not already held, acquired and/or to be acquired by JTC at a cash consideration of RM 0.15 per Comcorp Share pursuant to the Rules on Take-Over, Mergers and Compulsory Acquisition (“Rules”).

Please refer to the attached JTC's press notice for further details.

This announcement is dated 7 January 2022.