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PGF CAPITAL BERHAD (FORMERLY KNOWN AS POLY GLASS FIBRE (M) BERHAD) ("PGF" OR THE "COMPANY") RENOUNCEABLE RIGHTS ISSUE OF 79,987,474 NEW IRREDEEMABLE CONVERTIBLE PREFERENCE SHARES IN PGF ("ICPS") AT AN ISSUE PRICE OF RM0.10 PER ICPS ON THE BASIS OF 1 ICPS FOR EVERY 2 EXISTING ORDINARY SHARES IN PGF ("RIGHTS ISSUE")
The Company has full discretion over the declaration of dividends, if any. Dividends, if declared, shall be payable annually in arrears non-cumulatively and shall be paid in priority over the ordinary shares in PGF ("PGF Share(s)").
The ICPS may be converted into new ordinary shares of the Company in any of the following manner: (i) Mode 1: by way of surrendering 9 ICPS to be converted into 1 new PGF Share; or (ii) Mode 2: by way of a combination of surrendering such number of ICPS and paying in cash, subject to a minimum of 1 ICPS, such that the aggregate value of the Issue Price of the ICPS surrendered and cash paid is equivalent to the Conversion Price. (collectively, the "Conversion Ratio") Premised on the terms of the ICPS, the ICPS can be converted into new PGF Shares at any time within 5 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 is not converted by the maturity date shall be automatically converted into new PGF Shares based on Mode 1 of the Conversion Ratio. If the conversion results in a fractional entitlement to PGF 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. This announcement is dated 8 March 2022.