Bursa Announcement

1. INTRODUCTION

Reference is made to the Company’s announcement on 17 July 2013 in relation to the Sale and Purchase Agreement dated 17 July 2013 (“SPA”) for the acquisition of three (3) pieces of freehold land held under H.S.(D) 484892, Lot PTD 156358, H.S.(D) 484890, Lot PTD 156356, H.S.(D) 511835 Lot PTD 168451 measuring approximately 20.93 acres or 911,710.80 square feet, all of which are situated in Mukim Tebrau, Daerah Johor Bahru, Negeri Johor and a green area reserve (Kawasan Lapang) which form part of mixed development known as Bandar Dato’ Onn (hereinafter referred to as “the Land”), the Board of Directors of AEON wishes to announce that the Company and Johor Land Berhad (hereinafter referred as “Vendor”) have on 4 December 2015 entered into a Supplemental Agreement (“Supplemental Agreement”) to vary, amend, modify or alter certain provisions, terms, and conditions of the SPA following the surrender and re-alienation of the Land.

Following to the surrender and re-alienation of the Land, a separate document of  title has been issued and known as No. PTD 181046, Mukim Tebrau, Daerah Johor Bahru, Negeri Johor held under No. H. S. (D) 546441 measuring approximately of 84563.583 square metres or 910,234.80 square feet (hereinafter referred to as “Sale Property”). The size of the Sale Property has been reduced by 1,476 square feet from 911,710.80 square feet to 910,234.80 square feet and the purchase price is therefore adjusted accordingly at the rate of RM77.00 per square feet, which is reduced from Ringgit Malaysia Seventy Million Two Hundred One Thousand Seven Hundred Thirty One and Sen Sixty (RM70,201,731.60) to Ringgit Malaysia Seventy Million Eighty Eight Thousand Seventy Nine and Sen Sixty (RM70,088,079.60) (“Revised Purchase Price”).

2. SALIENT TERMS AND CONDITIONS OF SUPPLEMENTAL AGREEMENT 

The salient terms and conditions of the Supplemental Agreement include, among others, the following:-

2.1       The Vendor shall provide and construct at its own cost and expense the infrastructures and roadworks in accordance to the clause of the SPA (hereinafter referred to as “the Infrastructures and Roadworks”).

2.2       The parties acknowledge that the Vendor is in the midst of completing the Infrastructures and Roadworks and the Vendor shall undertake to complete the construction of the Infrastructures and Roadworks within the agreed time frame as stated in the Supplemental Agreement (hereinafter referred to as “Agreed Time Frame”).

2.3       In the event that the Vendor fails to complete the Infrastructures and Roadworks within the Agreed Time Frame, the Company shall be entitled to complete the remaining infrastructures work and claim the costs and expenses incurred from the Vendor in the mode as stated in the Supplemental Agreement.

2.4       Upon the issuance of the written confirmation from the Vendor and the Vendor’s consultant that the Infrastructures and Road works as stated in the Supplemental Agreement are duly completed, parties shall conduct a joint inspection in the manner stipulated in the Supplemental Agreement.

2.5       The parties hereby agree that upon the completion of the Infrastructures and Roadworks by the Vendor as provided in the Supplemental Agreement, all risk in and to the Infrastructures and Roadworks shall pass to the Company.

2.6       The payment method of Revised Purchase Price is as follows:-

2.6.1    the Company shall pay to the Vendor’s solicitor (hereinafter referred to “Stakeholder”) the Reduced Third Payment being a sum of Ringgit Malaysia Thirteen Million Nine Hundred Twenty Six Thousand Six Hundred Ninety Four and Sen Thirty Two (RM13,926,694.32) only (hereinafter referred to “Reduced Third Payment”) being the final payment of the balance Revised Purchase Price together with the sum of Ringgit Malaysia Eight Hundred Thirty Five Thousand Six Hundred One and Sen Sixty Six (RM835,601.66) only being six per centum (6%) of the Goods and Services Tax (hereinafter referred to as “the GST Payment”) on the Reduced Third Payment within twenty one (21) days from the date of this Agreement;

2.6.2    The Stakeholder shall be authorised to release the first payment, the fourth payment, the final payment together with the profit accrued thereon as stipulated in the Supplemental Agreement;

2.6.3    Ringgit Malaysia Six Million Nine Hundred Sixty Three Thousand Three Hundred Forty Seven and Sen Sixteen (RM6,963,347.16) only being fifty percent (50%) of the Reduced Third Payment and the GST Payment shall be released to the Vendor within fourteen (14) days from the written confirmation from the Vendor and the Vendor’s consultant on the completion of the infrastructures as stipulated in the Supplemental Agreement; and

2.6.4    Ringgit Malaysia Six Million Nine Hundred Sixty Three Thousand Three Hundred Forty Seven and Sen Sixteen (RM6,963,347.16) only being fifty percent (50%) of the Reduced Third Payment shall be withhold by the Stakeholder and released to the Vendor within fourteen (14) days in the manner as stipulated in the Supplemental Agreement for the completion of Infrastructures and Roadworks.

2.7       Upon execution of this Supplemental Agreement, the parties shall simultaneously execute the Memorandum of Transfer and proceed to complete the transfer of the Sale Property.   

2.8       The Vendor shall release the original title to the Company for completion of the transfer upon the fulfillment of the clause as stipulated in the Supplemental Agreement.

3. DOCUMENTS AVAILABLE FOR INSPECTION

A copy of the Supplemental Agreement is available for inspection at the registered office of AEON at 3rd Floor, AEON Taman Maluri Shopping Centre, Jalan Jejaka, Taman Maluri, Cheras, 55100 Kuala Lumpur during normal office hours from Monday to Friday (except public holidays) for a period of three (3) months from the date of this announcement.

This announcement is dated 4 December 2015.