FINTEC-PA - Notice of Book Closure

ADJUSTMENTS TO THE CONVERSION PRICE, CASH PAYMENT FOR CONVERSION AND NUMBER OF OUTSTANDING IRREDEEMABLE CONVERTIBLE PREFERENCE SHARES OF FINTEC GLOBAL BERHAD ("FINTEC" OR THE "COMPANY") ("ICPS") PURSUANT TO THE CONSOLIDATION OF EVERY 30 EXISTING ORDINARY SHARES IN FINTEC ("FINTEC SHARES" OR "SHARES") INTO 1 FINTEC SHARE ("CONSOLIDATED SHARE") HELD AT 5.00 P.M. ON 8 MAY 2024 ("ENTITLEMENT DATE") ("SHARE CONSOLIDATION") ("ADJUSTMENTS")

Kindly be advised of the following :

1) The above Company's securities will be traded and quoted "Ex - Adjustment” as from: 07 May 2024

2) The last date of lodgment : 08 May 2024

Remarks 1: 

Participating Organisations are to take note of the following Share Consolidation exercise by FINTEC GLOBAL BERHAD - ICPS A 2017/2027.

The Share Consolidation comprises the following: -

ADJUSTMENTS TO THE CONVERSION PRICE, CASH PAYMENT FOR CONVERSION AND NUMBER OF OUTSTANDING IRREDEEMABLE CONVERTIBLE PREFERENCE SHARES OF FINTEC GLOBAL BERHAD ("FINTEC" OR THE "COMPANY") ("ICPS") PURSUANT TO THE CONSOLIDATION OF EVERY 30 EXISTING ORDINARY SHARES IN FINTEC ("FINTEC SHARES" OR "SHARES") INTO 1 FINTEC SHARE ("CONSOLIDATED SHARE") HELD AT 5.00 P.M. ON 8 MAY 2024 ("ENTITLEMENT DATE") ("SHARE CONSOLIDATION") ("ADJUSTMENTS")

In relation to the ICPS adjustment undertaken by FINTEC-PA as a SPEEDS Corporate Exercise, Bursa Malaysia Securities Berhad would like to highlight that:

(a) on or after the Ex-date on 07 May 2024, trading of FINTEC-PA shares will be based on the newly adjusted ICPS arising from ICPS adjustments,

(b) on the basis of settlement taking place after 08 May 2024 with adjusted FINTEC-PA shares, an entitled ICPS holder who owns FINTEC-PA shares as at Ex-date may sell only up to the maximum FINTEC-PA shares he expects to receive after the adjustment, i.e. the reduced amount, on or after the Ex-date 07 May 2024.

With the ICPS adjustments pursuant to the Share Consolidation effected on FINTEC-PA shareholders’ CDS account at the end of the Entitlement Date (“Books Closure Date”), an entitled FINTEC-PA shareholder may use the following basis to estimate the maximum number of FINTEC-PA shares that he may sell from the Ex-date until the Book Closing Date which is from 07 May 2024 until 08 May 2024.

Number of FINTEC-PA shares                                                               Number of shares held /30

that may be sold from 07 May 2024                      =                                       

until 08 May 2024                                                                     (All fractional shares computed should  be disregarded)

Illustration:

For example, if Mr X owns or purchases 3000 FINTEC-PA shares on cum basis on 06 May 2024, his CDS account would still show 3000 FINTEC-PA  shares until 08 May 2024. However, as a result of the above Share Consolidation exercise, Mr X’s 3000 FINTEC-PA  shares in his CDS account will be adjusted to 100 FINTEC-PA shares on the night of 08 May 2024 which is the Book Closing Date. Therefore, Mr X may, if he so wishes, sells only up to 100 FINTEC-PA  shares on or after the Ex-date i.e. from  07 May 2024 onwards.

Participating Organisations are hereby requested to caution all dealers and remisiers that, during the period from 07 May 2024 until 08 May 2024, they are only entitled to sell the maximum of 1/ 30 of the shares owned before the Ex-date. Participants Organisations are reminded that it is important to caution all dealers and remisiers on the above to prevent the dealers and remisiers from overselling of their client’s position

Remarks 2: 

Pursuant to the Share Consolidation, the Adjustments will take place for the outstanding ICPS which are not converted into new Shares prior to the Entitlement Date.

The outstanding ICPS will be consolidated on the basis of every 30 ICPS held by the entitled ICPS holders (whose names appear in the Record of Depositors at 5.00 p.m. on the Entitlement Date) ("Entitled ICPS Holders") into 1 ICPS ("Consolidated ICPS").

Fractional entitlements arising from the Adjustments, if any, shall be disregarded and dealt with by the Board of Directors of the Company in such manner at its absolute discretion as it may deem fit or expedient and in the best interest of the Company.

Pursuant to the Adjustments, the existing number of 218,370,885 ICPS will be adjusted into a maximum number of 7,279,029 Consolidated ICPS to be issued and allotted to the Entitled ICPS Holders. The actual number of Consolidated ICPS to be issued and allotted would depend on the number of outstanding ICPS which are not converted into new Fintec Shares as at the Entitlement Date. 

Pursuant to the Adjustments, the conversion price and cash payment for conversion of ICPS will be adjusted as follows:

(a) existing conversion price of ICPS of RM0.11 will be revised to RM3.30; and 

(b) existing cash payment for conversion of lCPS (based on the conversion mode of surrendering 1 ICPS with additional cash payment for 1 new Fintec Share) of RM0.03 will be revised to RM0.90.

The Consolidated ICPS will be listed and quoted on the ACE Market of Bursa Malaysia Securities Berhad ("Bursa Securities") on 9 May 2024, being the next market day following the Entitlement Date.

The notice of allotment for the Consolidated ICPS will be despatched to the Entitled ICPS Holders not later than 4 market days after the date of listing and quotation of the Consolidated ICPS on Bursa Securities. The notice to the Entitled ICPS Holders (setting out the details of the Adjustments) will be despatched to the Entitled ICPS Holders in due course.

The Share Consolidation will result in a reduction in the number of ICPS available in the market and the trading price of ICPS will be adjusted accordingly in proportion to the basis of the Share Consolidation. The Entitled ICPS Holders are strongly advised to trade cautiously to prevent overselling of their position in respect of the ICPS held.

Holders of outstanding ICPS who wish to be entitled to the Share Consolidation should convert their ICPS by lodging their duly completed conversion forms together with the relevant subscription monies with the Share Registrar, Tricor Investor & Issuing House Services Sdn Bhd, on or before 5.00 p.m. on 26 April 2024. This is to enable the new Shares arising from such conversion to be allotted to the respective ICPS holders such that their names will appear on the Record of Depositors of the Company by 5.00 p.m. on 8 May 2024.