Reference is made to the Company’s announcement on 15 July 2025 whereby the Company had on even date entered into a heads of agreement with Koay Seok Chin (“Vendor”) to negotiate the detailed terms and conditions to be contained in a definitive share sale agreement to be executed in relation to the proposed acquisition of 20,000,000 ordinary shares in Sentosa Club Hotel Sdn Bhd (“Sentosa”), representing 25.00% equity interest in Sentosa, by SCBUILD/0109 at a purchase consideration to be determined upon the completion of the valuation of Sentosa, by way of issuance of redeemable convertible preference shares in SCBUILD/0109 (“RCPS”) at an issue price of RM0.01 per RCPS (“RCPS Issue Price”) (“HOA”).

On behalf of the Board of Directors of SCBUILD/0109 (“Board”), M & A Securities Sdn Bhd (“M&A Securities”) wishes to announce that the Company had on 15 January 2026 entered into the following agreements:

(i) shares sale agreement with the Vendor for the proposed acquisition of 20,000,000 ordinary shares by SCBUILD/0109 in Sentosa (“Sentosa Sale Shares”), representing 25.00% equity interest in Sentosa for a total purchase consideration of RM18,791,000 via the issuance of 1,879,100,000 RCPS at the RCPS Issue Price (“Purchase Consideration”) (“SSA”) (“Proposed Acquisition”); and

(ii) shareholders’ agreement with Koay Seok Chin and Loh Shy Huey (collectively, the “Sentosa Shareholders”) to record the commitments of SCBUILD/0109 and the Sentosa Shareholders with regards to Sentosa and to regulate their rights as the shareholders of Sentosa after the Proposed Acquisition (“SHA”).

In conjunction with the Proposed Acquisition, the Company intends to undertake the following:

(a) proposed diversification of the business of SCBUILD/0109 and its subsidiaries (“SCBUILD/0109 Group” or “Group”) to include the property investment business (“Proposed Diversification”); and

(b) proposed amendments to the constitution of SCBUILD/0109 (“Constitution”) to facilitate the creation and issuance of RCPS pursuant to the Proposed Acquisition (“Proposed Amendments”).

(The Proposed Acquisition, Proposed Diversification and Proposed Amendments are collectively referred to as the “Proposals”)

Please refer to the attachment for details of the Proposals.

This announcement is dated 15 January 2026.