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, 4 June 2024 and 24 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 24 June 2024 in relation to the signing of Sale and Purchase Agreement (“SPA”) for the Disposal by R&M on 21 June 2024, the Company wish to announce the following additional information as required by Bursa Securities.

Utilisation of proceeds

The breakdown for the utilisation of proceeds received from the Disposal by R&M are as follows:

Notes:

1. As at 31 January 2024, the amount owing to chargee bank, OCBC bank is approximately RM89.1 million, of which approximately RM39.3 million will be settled via the fire insurance received/receivable from insurance company. The balance of RM49.8 million (based on our estimate following the receipt of fire insurance proceeds) is to be settled via proceeds from the Disposal by R&M. The repayment timeframe to OCBC bank is upon completion of the SPA and receipt of funds.
2. The balance of disposal proceeds is intended for working capital requirements for day to day operations. Working capital includes:

•  RM6.0 million for partial repayment of the group’s trade creditors;
• interest accrued on OCBC loan for the outstanding balance from 31 January 2024 to date of full repayment;
• the costs related to the sale of Assets, including the costs and fees of R&M, legal fees, etc.; and
• taxes arising from the disposal of the Assets.

In the event there is any variation to the utilisation of proceeds earmarked under working capital requirements for other purposes, Landmarks will provide the status of utilisation of proceeds from the Disposal by R&M accordingly based on the Main Market Listing Requirements of Bursa Securities.

Financial effects of the Disposal by R&M

As Andaman Resort Sdn. Bhd. (“ARSB”) was placed under receivership on 6 July 2023, the valuation of the Assets was commissioned by R&M who was appointed by OCBC to act as the receivers and managers over the assets held by ARSB. The total disposal consideration of RM130.0 million is based on the highest bid offer received from the open market sale exercise carried out from 27 October 2023 to 1 December 2023 by R&M for the assets charged to OCBC bank.

Landmarks was not granted access to any information nor document pertaining to the valuation of the Assets as conducted by an independent professional valuer, Henry Butcher Malaysia Sdn. Bhd. which was appointed by R&M.  According to R&M, the valuer has used cost approach and market comparison method in arriving at its value. Nevertheless, the Disposal by R&M is expected to result in an estimated gain of RM103.9 million based on the value of the assets in ARSB of RM130.0 million.

This announcement is dated 27 June 2024.