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【RAMSSOL 0236 交流专区】

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发表于 26-8-2025 01:51 AM | 显示全部楼层
Type
Announcement
Subject
TRANSACTIONS (CHAPTER 10 OF LISTING REQUIREMENTS)
NON RELATED PARTY TRANSACTIONS
Description
RAMSSOL GROUP BERHAD ("RAMSSOL" OR "THE COMPANY") SHARE SALE AGREEMENT WITH SAGTEC GLOBAL LIMITED
The Board of Directors of RAMSSOL ("Board”) is pleased to announce that RAMSSOL had on 14 July 2025 entered into a Share Sale Agreement ("SSA”) with SAGTEC Global Limited (“SAGTEC” or “Purchaser”), for the disposal of 40% equity interest (equivalent to 13,334 new ordinary shares) in Rider Gate Sdn. Bhd. (“Rider Gate”), a wholly-owned subsidiary of the Company for a disposal consideration of Ringgit Malaysia Twenty-Five Million (RM25,000,000) or United States Dollars Five Million and Eight Hundred Thousand (USD5,800,000) only (“Disposal Consideration”) to be satisfied by issuance of consideration shares by SAGTEC equivalent to the aggregate value of the Disposal Consideration (“Consideration Shares”) subject to the terms and conditions as stipulated in the SSA (“Proposed Disposal”).

Please refer to the attachment for more details on the Proposed Disposal.

This announcement is dated 14 July 2025.
https://www.bursamalaysia.com/market_information/announcements/company_announcement/announcement_details?ann_id=3571085

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发表于 30-8-2025 01:45 AM | 显示全部楼层
RAMSSOL GROUP BERHAD

Type
Reply to Query
Reply to Bursa Malaysia's Query Letter - Reference ID
IQL-16072025-00002
Subject
Proposed disposal of 40.00% equity interest in Rider Gate Sdn. Bhd., a wholly owned subsidiary of the Company ("Proposed Disposal")
Description
Proposed disposal of 40.00% equity interest in Rider Gate Sdn. Bhd., a wholly owned subsidiary of the Company ("Proposed Disposal")
Query Letter Contents
We refer to your Company’s announcement dated 14 July 2025 in respect of the aforesaid matter (“Announcement”).
In this connection, kindly furnish Bursa Securities with the following additional information for public release:-

1.
Financial information of Rider Gate and SAGTEC including net profits attributable to the Company and net assets based on their latest audited financial statements respectively.
2.
Weighted average market price for SAGTEC shares for the 5 market days before the date on which the terms of the Proposed Disposal were agreed upon.
3.
Share capital and number of issued shares of SAGTEC.
4.
Ms. Zuria Hajar binti Mohd Adnan’s direct and/or indirect shareholdings in SAGTEC.
5.
A statement as to whether the Consideration Shares are to be sold or retained.
6.
Particulars of:
  • any liabilities, including contingent liabilities, in relation to the Proposed Disposal which remain with Ramssol, together with the details and justification for such arrangements; and
  • any guarantees given by Ramssol to SAGTEC or Rider Gate.

7.
To clarify whether “Company” in the sentence “Ramssol warrants and guarantees that the Company shall deliver a profit after tax of no less than USD1,000,000.00 in the following one full financial year after Completion” in Section 3.5 of the Announcement should be replaced with “Rider Gate”.
8.
A statement whether the profit guarantee provided is realistic, taking into consideration the historical performance and future prospects of Rider Gate.
9.
Details of SAGTEC’s right of recourse in the event the profit guarantee is not met.
10.
Prospects of SAGTEC.
11.
Details/nature of the valuation including the name of the independent valuer, date and method of valuation and quantification of the market value in relation to the Valuation Report mentioned in Section 14.0.

Unless otherwise stated, the terms used in this announcement shall have the same meaning as defined in the Company’s announcement dated 14 July 2025 (“Announcement”).

Reference is made to the Announcement and the query letter from Bursa Malaysia Securities Berhad dated 16 July 2025 (Ref IQL-16072025-00002) in relation to the Proposed Disposal.

Please refer to the attachment for the additional information of the Proposed Disposal.

This announcement is dated 17 July 2025.
https://www.bursamalaysia.com/market_information/announcements/company_announcement/announcement_details?ann_id=3572136

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