Reference is made to our announcements dated 14 March 2023, 17 March 2023, 31 March 2023, 3 April 2023, 2 May 2023, 24 May 2023, 25 May 2023, 1 June 2023, 3 July 2023, 6 July 2023, 7 July 2023, 1 August 2023, 1 September 2023, 2 October 2023, 1 November 2023, 1 December 2023, 2 January 2024, 2 February 2024, 23 February 2024, 28 February 2024, 1 March 2024, 1 April 2024, 2 May 2024 and 4 June 2024 in relation to the Default in Payment pursuant to Paragraph 9.19A of the Listing Requirements. Unless otherwise stated, the terms used throughout the announcement shall have the same meanings as defined in the Announcements.

Further to our announcement on 28 February 2024 in relation to the sale of the Charged Assets of Andaman Resort Sdn Bhd (Receivers & Managers Appointed) (as Vendor) at a total disposal consideration of RM130.0 million (“Total Purchase Price”) to Mutiara Hotels & Resort Sdn Bhd (“Purchaser”) ("Disposal by R&M"), the Receivers & Managers (“R&M”) have informed the Company that the Sale and Purchase Agreement (“SPA”) for the Disposal by R&M was signed on 21 June 2024.

Under the SPA:

    The Charged Assets comprise of the following:

1. Hotel: 99-year leasehold land measuring approximately 29.9 acres expiring on 18 September 2087. Erected on the land, are buildings that were once used as a 5-star international beach resort;
2. Licence: rights and licence to occupy for spa purposes, measuring approximately 2.86 acres; and
3. Lease: lease for staff quarters purposes, measuring approximately 15.9 acres.

    The Hotel, Licence and Lease are collectively referred to as the “Assets”

    Total Purchase Price of RM130,000,000 for the Assets (exclusive of any applicable tax) consisting of

• RM108,000,000 for the Hotel
• RM7,500,000 for the Licence; and
• RM14,500,000 for the Lease

The sale and purchase of the Hotel is not inter-conditional with the sale and purchase of the Licence and Lease. For information, the lands for the spa and staff quarters are owned by third party (“licensor/lessor”). In the event that Purchaser is not able to obtain consent from the licensor / lessor for the novation of the Licence and Lease, the purchase price of the Hotel is adjusted to RM123,000,000.

Before payment deadline which is 90th day from SPA date, the Purchaser may at its own cost obtain the Kedah State approval for the acquisitions of the Assets and within 50 days from SPA date, the Purchaser shall obtain the licensor/lessor’s consent for novation of the Licence and Lease.

Prior to execution of the SPA, 10% of Total Purchase Price was paid by Purchaser via cheques. The balance 90% is payable within 90 days from date of SPA. In the event the Purchaser is unable to pay the balance of Total Purchase Price on such payment deadline, the payment deadline shall be automatically extended for 30 days with Purchaser to pay interest on the balance of Total Purchase Price at rate of 6% per annum.

In the event of termination of this SPA due the Purchaser’s default, the 10% deposit shall be immediately forfeited to the Vendor. The SPA is governed by laws of Malaysia.

Part of the proceeds from the SPA will be utilised to fully repay the amount amounting to the chargee bank and the balance is intended for working capital/ day to day operations requirements.    

The Disposal by R&M is expected to result in estimated gain of RM103.9 million based on the market value of the assets in Andaman Resort Sdn Bhd of RM130.0 million. This disposal gain has been accounted for in the audited financial statements of Landmarks Group for financial year ended 31 December 2023 due to deconsolidation of Andaman Resort Sdn Bhd upon the appointment of R&M by the financier in 6 July 2023. As such, the Disposal by R&M is not expected to have any material effect on the earnings and net assets of Landmarks Group for financial year ending 31 December 2024.   

This announcement is dated 24 June 2024.