On behalf of the Board of Directors of the Company, TA Securities Holdings Berhad wishes to announce that the Company proposes to undertake the following:
i. proposed reduction of RM250,000,000 of the issued share capital of the Company pursuant to Section 117 of the Companies Act 2016 ("Act") ("Proposed Share Capital Reduction"); and
ii. proposed scheme of compromise and arrangement with creditors ("Scheme Creditor(s)") pursuant to Section 366 of the Act in respect of the amounts owing to the Scheme Creditors amounting to RM343.98 million in aggregate as at 30 June 2025, being the cut-off date used for the purpose of determining the outstanding liabilities owed to the Scheme Creditors ("Outstanding Liabilities") ("Proposed Scheme of Arrangement"). The Proposed Scheme of Arrangement comprises:
proposed renounceable rights issue of up to 372,894,602 new ordinary shares in Bina Puri ("Bina Puri Share(s)" or "Share(s)") ("Rights Share(s)") on the basis of 2 Rights Shares for every 5 Bina Puri Shares, at an issue price and held on an entitlement date to be determined and announced later, together with up to 372,894,602 free detachable warrants in the Company ("Warrants C") on the basis of 1 Warrants C for every 1 Rights Share subscribed for ("Proposed Rights Issue with Warrants");
proposed restructuring of a portion of the Outstanding Liabilities amounting to RM126.58 million into sustainable debt to be repaid over 7 years ("Proposed Sustainable Debt Restructuring");
proposed settlement of a portion of the Outstanding Liabilities amounting to RM88.06 million through the issuance of up to 251,598,606 Bina Puri Shares ("Settlement Share(s)") at an issue price of RM0.35 per Settlement Share ("Proposed Issuance of Settlement Shares");
proposed settlement of a portion of the Outstanding Liabilities amounting to RM28.55 million through the issuance of up to 81,572,986 Bina Puri Shares subject to put and call options ("Option Share(s)") at an issue price of RM0.35 per Option Share ("Proposed Issuance of Option Shares");
proposed settlement of a portion of the Outstanding Liabilities amounting to RM44.72 million through the issuance of up to 127,764,918 redeemable convertible unsecured Islamic debt securities ("RCUIDS") at an issue price of RM0.35 per RCUIDS ("Proposed Issuance of RCUIDS"); and
- permanent and irrevocable waiver of a portion of the Outstanding Liabilities amounting to RM34.40 million ("Proposed Debt Waiver").
Please refer to the attachment for further details on the Proposals.
This announcement is dated 29 July 2026.