(Unless otherwise stated, all abbreviations used in this Announcement shall have the same meaning as those defined in the Company’s abridged prospectus dated 31 December 2018 in relation to the Rights Issue (“Abridged Prospectus”))                                                                                                                                   

On behalf of the Board, Maybank IB wishes to announce that as at the close of the Rights Issue at 5.00 p.m. on 16 January 2019 (“Closing Date”), SEB had received valid acceptances and excess applications for 8,138,379,841 Rights Shares and 2,425,223,999 RCPS-i.

The details of valid acceptances and excess applications received as at the Closing Date are as follows:

Successful applicants of the Rights Shares will be given Warrants on the basis of one (1) Warrant for every ten (10) Rights Shares subscribed.

The remaining unsubscribed Rights Shares will be fully taken up by the Joint Underwriters.

As set out in Section 10.8.1 of the Abridged Prospectus, the Board will allot the Excess Rights Securities in a fair and equitable manner in the following priority:

(i) firstly, to minimise the incidence of odd lots;

(ii) secondly, for allocation to the Entitled Shareholders who have applied for the Excess Rights Securities, on a pro-rata basis and in board lots, calculated based on their respective shareholdings in the Company as at the Entitlement Date;

(iii) thirdly, for allocation to the Entitled Shareholders who have applied for the Excess Rights Securities, on a pro-rata basis and in board lots, calculated based on the quantum of their respective Excess Rights Securities applied for; and

(iv) lastly, for allocation to renouncees and/or transferees, if applicable, who have applied for the Excess Rights Securities, on a pro-rata basis and in board lots, calculated based on the quantum of their respective Excess Rights Securities applied for.

In the event of any balance Excess Rights Securities after steps (i), (ii), (iii) and (iv) are carried out, steps (ii), (iii) and (iv) will be repeated again in the same sequence to allocate the balance Excess Rights Securities until such balance is exhausted.

Nevertheless, the Board reserves the right to allot the Excess Rights Securities applied for under Part II of the RSF in such manner as the Board deems fit and expedient and in the best interest of the Company, subject always to such allocation being made on a fair and equitable basis and that the intention of the Board as set out in steps (i) to (iv) above is achieved.

The Undertaking Shareholders have subscribed for the Rights Shares with Warrants and/or RCPS-i in accordance with their respective Undertakings. Based on the shareholdings of the Undertaking Shareholders in SEB as at the Entitlement Date and the valid acceptances and excess applications received from the Undertaking Shareholders as at the Closing Date, and subject to the approval of allocation of the Excess Rights Securities by the Board, the shareholdings of the Undertaking Shareholders in SEB after the Rights Issue of Shares with Warrants are as follows:

Note:

*Includes the 500,000 SEB Shares held by Bumiputera Wealth Fund as at the Entitlement Date.

Based on the above, the PNB Group will emerge as the single largest shareholder of SEB, with a collective shareholding in SEB of 40.0% after the Rights Issue of Shares with Warrants. 

SEB has raised total gross proceeds of approximately RM3,978.8 million pursuant to the Rights Issue. The proceeds from the Rights Issue will be used to partly repay the bank borrowings of SEB Group, so as to strengthen SEB Group’s balance sheet. The Rights Shares with Warrants and RCPS-i are expected to be listed and quoted on the Main Market of Bursa Securities on 29 January 2019.

This announcement is dated 22 January 2019.

Distribution of this Announcement into jurisdictions other than Malaysia may be restricted by law. Persons who come into possession of this Announcement should inform themselves of and observe any such restrictions.

This Announcement is for information purposes only and shall not constitute an offer to sell or solicitation of an offer to buy any securities, nor shall there be any offer or sale of securities in any jurisdiction in which such offer or sale would be unlawful. The securities referred to herein have not been, and will not be, registered under the U.S. Securities Act or the laws of any state or other jurisdiction of the US and may not be offered, sold, resold, pledged, transferred or delivered, directly or indirectly, within the US, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act and applicable US state securities laws. The securities referred to herein are only being offered and sold outside the US in offshore transactions in reliance on Regulation S under the U.S. Securities Act.