Common use of DETAILS OF THE PROPOSED VARIATION Clause in Contracts

DETAILS OF THE PROPOSED VARIATION. The Tranche 3 Completion is conditional upon, among others, PDB having obtained the approval by Bursa Securities for the Waiver Application. Accordingly, Inter-Pacific Securities and Astramina Advisory, on behalf of the Company, had on, 23 April 2021 submitted a Waiver Application to Bursa Securities. The Waiver Application has not been approved by Bursa Securities via its letter dated 21 June 2021. Subsequently, Inter-Pacific Securities and Astramina Advisory, on behalf of the Company had on, 25 June 2021, submitted an appeal on Bursa Securities’ decision on the Waiver Application (“Appeal”). Bursa Securities had dismissed the Appeal via its letter dated 13 August 2021. Based on the latest audited consolidated financial statements of the Company for the 18-month FPE 31 December 2021, the continuing operations of PDB and its subsidiaries (collectively, “PDB Group” or “Group”) has generated a total revenue of approximately RM8.28 million, represents 11.03% of the share capital of the Company, which does not fall under an “insignificant business or operations” situation pursuant to Paragraph 8.03A(7)(b) of the Listing Requirements. In view of this, the Board is of the view that the Waiver Application is no longer required. On 2 June 2022, PDB had entered into the Second Supplemental Disposal SSA to amend, modify, substitute, vary and alter the terms, conditions and provisions of the Agreements. Pursuant to the Second Supplemental Disposal SSA, PDB and ▇▇▇ have agreed to the followings: (i) subject to the approval of the shareholders of PDB, to remove the condition set in Clause 6A.1.3 of the Agreements; and (ii) to insert a new clause to clarify GIL obligations to pay the stamp duties on the transfer of the Assumed Liabilities as set out in the Agreements. For illustration purpose, the abovementioned changes are outlined in the table below: As per Disposal SSA and Supplemental Disposal SSA Proposed Variation

Appears in 1 contract

Sources: Share Sale Agreement

DETAILS OF THE PROPOSED VARIATION. The Tranche 3 Completion is conditional upon, among others, PDB having obtained the approval by Bursa Securities for the Waiver Application. Accordingly, Inter-Pacific Securities and Astramina Advisory, on behalf of the Company, had on, on 23 April 2021 2021, submitted a Waiver Application to Bursa Securities. The Waiver Application has not been approved by Bursa Securities via its letter dated 21 June 2021. Subsequently, Inter-Pacific Securities and Astramina Advisory, on behalf of the Company Company, had on, on 25 June 2021, submitted an appeal on Bursa Securities’ decision on the Waiver Application (“Appeal”). Bursa Securities had dismissed the Appeal via its letter dated 13 August 2021. Based on the latest audited consolidated financial statements of the Company for the 18-month FPE 31 December 2021, the continuing operations of PDB and its subsidiaries (collectively, “PDB Group” or “Group”) has generated a total revenue of approximately RM8.28 million, represents 11.03% of the share capital of the Company, which does not fall under an “insignificant business or operations” situation pursuant to Paragraph 8.03A(7)(b) of the Listing Requirements. In view of this, the Board is of the view that the Waiver Application is no longer required. On 2 June 2022, PDB had entered into the Second Supplemental Disposal SSA with ▇▇▇ to amend, modify, substitute, vary and alter the terms, conditions and provisions of the Agreements. Pursuant to the Second Supplemental Disposal SSA, PDB and ▇▇▇ have agreed to the followings: (ia) subject to the approval of the shareholders of PDB, to remove the condition set in Clause 6A.1.3 of the Agreements; and (iib) to insert a new clause to clarify GIL ▇▇▇’▇ obligations to pay the stamp duties on the transfer of the Assumed Liabilities as set out in the Agreements. [The rest of this page has been intentionally left blank] For illustration purpose, the abovementioned changes are outlined in the table below: As per Disposal SSA and (as supplemented by the Supplemental Disposal SSA Proposed Variationand Supplemental Letters) Changes set out in the Second Supplemental Disposal SSA

Appears in 1 contract

Sources: Share Sale Agreement