Restructuring of Financial Liabilities

The Board of Directors (the “Board” or the “Directors”) of Regal International Group Ltd. (the “Company”, and together with its subsidiaries, the “Group”) refers to the announcements dated 12 January 2017 and 22 May 2017 in relation to the investment by Koperasi Jayadiri Malaysia Berhad (“KOJADI”) in subscribing for cumulative preference shares of 25 million (the “RPS”) in its wholly-owned subsidiary, Temasek Regal Capital Sdn. Bhd. (“TRCSB”).

The Company wishes to announce that the it has on 10 December 2020, through its wholly-owned subsidiary, Regal Opulences Sdn. Bhd. (“ROSB”) acquired KOJADI’s 11 million redeemable preference shares (the “Sale Shares”) in TRCSB at purchase consideration of RM11 million (“Consideration”) pursuant to the terms and conditions to be set out in the Share Sale Agreement entered into between KOJADI and ROSB (the “Agreement”). This is part of the exercise of restructuring the financial liabilities of the Group to extend the settlement period of the RPS principal and dividends due and payable to KOJADI (“Restructuring”). The Consideration will be paid by way of cash or by way of redemption of assigned properties over a period of 3 years, together with the interest chargeable, from the date of the Agreement. Further collaterals are provided for the Consideration, remaining RPS and dividends payable, including assigned properties, corporate guarantees by Regal International Holdings Pte. Ltd. and personal guarantees by two Executive Directors of the Company.

The acquisition of the Sale Shares is not expected to have a material impact on the net tangible assets and earnings per share of the Company for the financial year ending 31 December 2020.

None of the Directors and/or substantial shareholders or persons connected to the Directors or substantial shareholders of the Company has any interest, direct or indirect, in the Acquisition of RPS and in the Agreement, save for their respective shareholdings in the Company.


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