TAKE-OVERS & MERGERS (CHAPTER 11 OF LISTING REQUIREMENTS) FUTUTECH BERHAD (“FUTUTECH” OR “COMPANY”) UNCONDITIONAL TAKE-OVER OFFER BY THE OFFEROR THROUGH OSK INVESTMENT BANK BERHAD (“OSK”) AND ASTRAMINA ADVISORY SDN BHD (“ASTRAMINA”) TO ACQUIRE THE FOLLOWING:- (I) ALL THE REMAINING ORDINARY SHARES OF RM0.50 EACH IN FUTUTECH (“FUTUTECH SHARE(S)”) NOT ALREADY HELD BY THE OFFEROR (“OFFER SHARE(S)”) FOR A CASH CONSIDERATION OF RM0.50 PER OFFER SHARE; AND (II) ALL THE REMAINING WARRANTS NOT ALREADY HELD BY THE OFFEROR THAT HAVE NOT BEEN CONVERTED INTO FUTUTECH SHARES ON OR PRIOR TO THE CLOSING OF THE OFFER (“OFFER WARRANT(S)”) FOR A CASH CONSIDERATION OF RM0.09 PER OFFER WARRANT (COLLECTIVELY REFERRED TO AS THE “OFFER”)