1. INTRODUCTION

The Board of Directors of Sunway wishes to announce that Sunway Treasury Sukuk Sdn Bhd (“STSSB” or the “Issuer”), a wholly-owned subsidiary of Sunway Treasury Sdn Bhd, which in turn is a wholly-owned subsidiary of Sunway, has established an Islamic Commercial Papers/Islamic Medium Term Notes Programme with the Shariah Principle of Mudharabah (collectively, the “Sukuk Mudharabah”) of RM10.0 billion in nominal value (“Sukuk Programme”). 

STSSB had on 29 January 2019 lodged with the Securities Commission Malaysia, the required information and relevant documents relating to the Sukuk Programme pursuant to the prevailing Guidelines on Unlisted Capital Market Products Under the Lodge and Launch Framework, and the first issuance of Sukuk Mudharabah is expected to be issued out of the Sukuk Programme by the first quarter of 2019.

Kenanga Investment Bank Berhad is the Sole Principal Adviser, Lead Arranger, Lead Manager and Shariah Adviser for the Sukuk Programme.

2. DETAILS OF THE SUKUK PROGRAMME

The Sukuk Mudharabah (pursuant to the relevant transaction documents) constitutes direct, unconditional, unsubordinated and unsecured obligations of the Issuer and shall at all times rank pari passu without any preference or priority amongst themselves, and pari passu with all other present and future unsecured and unsubordinated obligations of the Issuer.

The Sukuk Mudharabah are guaranteed by Sunway by way of a Kafalah Guarantee in favour of the sukuk trustee. 

The Sukuk Programme shall have a tenure of seven (7) years from the date of the first issuance, and the Sukuk Mudharabah to be issued under the Sukuk Programme are unsecured and shall be transferable and tradable in the secondary market. 

The Sukuk Mudharabah may only be offered, sold, transferred, or otherwise disposed directly or indirectly to persons falling within Part I of Schedule 6 and Part I of Schedule 7 of the CMSA, read together with Schedule 9 of the CMSA and Section 2(6) of the Companies Act 2016 at issuance, and will not be listed on Bursa Malaysia or any other stock exchanges.

The Sukuk Mudharabah have been assigned with an indicative rating of MARC-1IS(cg) / AA- IS(cg) by Malaysian Rating Corporation Berhad. The Sukuk Mudharabah shall be redeemed by the Issuer at 100% of their nominal value on their respective maturity date(s).

3. UTILISATION OF THE PROCEEDS

The proceeds from the Sukuk Programme shall be utilised to finance the investment activities, capital expenditure, working capital requirements, general corporate purposes (including but not limited to future operating expenses and financing expenses, i.e. the fees and expenses relating to the Sukuk Programme), and/or for repayment of existing or future borrowings (including the rollover of Sukuk Mudharabah) to be undertaken by the Issuer and/or the Issuer’s direct and indirect subsidiaries and including jointly controlled entities and associate companies.

This announcement is dated 29 January 2019.