1. INTRODUCTION

The Board of Directors of Sunway REIT Management Sdn Bhd, the management company for SUNREIT wishes to announce that SUNREIT Perpetual Bond Berhad (“SPBB” or the “Issuer”), a special purpose company whose shares are held by RHB Trustees Berhad (“REIT Trustee”) on behalf of SUNREIT, proposes to establish a Perpetual Note Programme of RM10.0 billion in nominal value (“Perpetual Note Programme”).

The Issuer had on 21 March 2019 lodged with the Securities Commission Malaysia (“SC”), the required information and relevant documents relating to the Perpetual Note Programme pursuant to the prevailing Guidelines on Unlisted Capital Market Products under the Lodge and Launch Framework, and the first issuance of perpetual notes (“Perpetual Securities”) is expected to be issued out of the Perpetual Note Programme by the second quarter of 2019.

HSBC Bank Malaysia Berhad and Kenanga Investment Bank Berhad are the Joint Principal Advisers/ Lead Arrangers/ Lead Managers for the Perpetual Note Programme.

2. DETAILS OF THE PERPETUAL NOTE PROGRAMME

The Perpetual Securities (pursuant to the relevant transaction documents) constitute direct, unsecured and subordinated obligations of SPBB and shall rank pari passu without any preference amongst themselves and will be issued with a perpetual tenure that does not have a fixed maturity date.

The Perpetual Securities to be issued under the Perpetual Note Programme may be rated or unrated which shall be determined prior to each issuance and shall be transferable and tradable subject to the selling restrictions.

The Perpetual Securities shall not be offered, sold or delivered, directly or indirectly, nor may any document or other material in connection therewith be distributed in Malaysia, (i) at issuance, other than to persons, whether as principal or agent, falling within any one of the categories of persons specified in Part 1 of Schedule 6 of the Capital Markets and Services Act 2007, as amended or substituted from time to time (“CMSA”) and Part 1 of Schedule 7 of the CMSA, read together with Schedule 9 of the CMSA; and (ii) after issuance, other than to persons, whether as principal or agent, falling within any one of the categories of persons specified in Part 1 of Schedule 6 of the CMSA, as amended or substituted from time to time, read together with Schedule 9 of the CMSA.

3. UTILISATION OF THE PROCEEDS

The net proceeds arising from the issuance of the Perpetual Securities (after deduction of expenses incidental to the Perpetual Securities) will be utilised to advance to SUNREIT vide the REIT Trustee pursuant to arrangement(s) between the Issuer and the REIT Trustee for the purposes:

(1) Financing investment activities (including capital expenditure, asset enhancement, and the related acquisitions and financing expenses) of SUNREIT;

(2) Refinancing of existing and/or future borrowings of SUNREIT (or any special purpose vehicle(s) wholly-owned by SUNREIT vide REIT Trustee), for its investment activities; and/or

(3) Working capital requirements of SUNREIT,

in any case, in accordance with the Guidelines on Listed Real Estate Investment Trusts issued by the SC on 15 March 2018 (as amended from time to time).

This announcement is dated 21 March 2019.