(All abbreviations and definitions used herein shall have the same meaning as defined in the Company’s announcement dated 19 November 2021 except where the context otherwise defined herein.)

We refer to the announcement dated 19 November 2021 in relation to the conditional SPA and Supplementary Agreement (“SPA”) entered between MGSB and MRBPSB, a wholly-owned subsidiary of the Company, for the proposed acquisition of a parcel of freehold land held under Geran Mukim 277, Lot 11615, Tempat 4th Mile Ampang Road, Mukim Ampang, Daerah Kuala Lumpur, Negeri Wilayah Persekutuan Kuala Lumpur, measuring approximately 5,612 square metres (“Subject Land”) for a purchase consideration of RM60.0 million only.

The Board of Directors of Minetech wishes to announce that MGSB and MRBPSB have mutually agreed to terminate the SPA (“Mutual Termination”) as the conditions precedent stipulated in the SPA were not satisfied within the stipulated period. The full details of the conditions precedent are summarised below:-

(i) The obligations of the parties under the SPA are in all respects conditional upon the attainment by Minetech, the holding company of MRBPSB, of its shareholders' approval in respect of the acquisition of the Subject Land being fulfilled within 6 months from the date of the SPA or such extended period as may be mutually agreed in writing between the parties.

(ii) The attainment by MRBPSB at its own cost and expense to obtain an in-principle approval by Dewan Bandaraya Kuala Lumpur (“DBKL”) to grant the Development Order/ Kebenaran Merancang for the proposed development of the Subject Land with a plot ratio of not less than 1:7 ("Development Order").

(iii) In the event that the plot ratio approval granted by DBKL on the Development Order is less than 1:7, the parties shall negotiate in good faith and agreed on a new purchase price to reflect the lower approved plot ratio within 30 days from the date of the approval of the Development Order.

Following the Mutual Termination, it has been agreed by MGSB and MRBPSB that the SPA shall accordingly be mutually withdrawn with immediate effect and be of no further force and effect and neither party thereto shall have any claim against the other in respect of the SPA thereafter.

As at the date of this announcement, MRBPSB has not entered private caveat or other encumbrances against the Subject Land. In addition, there were no cost and expenses incurred, and no work has been undertaken in regard to the SPA. Hence, the Mutual Termination is not expected to have any immediate material impact on the revenue, earnings and net assets of the Group.

This announcement is dated 2 December 2022.