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NEW IRREDEEMABLE CONVERTIBLE PREFERENCE SHARES IN M N C WIRELESS BERHAD ("MNC") ("ICPS") ISSUED PURSUANT TO THE RENOUNCEABLE RIGHTS ISSUE OF UP TO 3,769,226,735 NEW ICPS AT AN ISSUE PRICE OF RM0.03 PER ICPS TOGETHER WITH UP TO 75,384,534 FREE DETACHABLE WARRANTS IN MNC ("WARRANTS B") ON THE BASIS OF 50 ICPS TOGETHER WITH 1 FREE WARRANT B FOR EVERY 10 EXISTING ORDINARY SHARES IN MNC HELD BY THE ENTITLED SHAREHOLDERS OF MNC AT 5.00 P.M. ON 7 AUGUST 2019 ("ENTITLED SHAREHOLDERS")
Please refer to below.
The Company has full discretion over the declaration of dividends, if any. Dividends declared and payable annually in arrears are non-cumulative and shall be paid in priority over the ordinary shares of the Company.
The ICPS may be converted into new fully-paid ordinary shares in MNC ("MNC Shares" or "Shares") at the conversion price of RM0.06 ("Conversion Price") in the following manner:- (i) by surrendering 2 ICPS (which are issued at an issue price of RM0.03 each) without additional cash payment to arrive at the Conversion Price of RM0.06 for 1 new Share; or (ii) by surrendering 1 ICPS (which is issued at an issue price of RM0.03 each) with additional cash payment of RM0.03 to arrive at the Conversion Price of RM0.06 for 1 new Share. Premised on the terms of the ICPS, subject to adjustments, the ICPS can be converted into new MNC Shares on any market day commencing on and including the issue date of the ICPS up to and including the maturity date of the ICPS. Any remaining ICPS that are not converted by the maturity date shall be mandatorily converted into new MNC Shares at the conversion ratio of 2 ICPS for every 1 new MNC Share. If the conversion results in a fractional entitlement to MNC Shares, such fractional entitlement shall be disregarded and no refund or credit, whether in the form of the ICPS, cash or otherwise, shall be given in respect of the disregarded fractional entitlement. If the maturity date of the ICPS falls on a non-market day, then it will fall on the preceding market day. This announcement is dated 12 September 2019.