(unless otherwise stated, all abbreviations and definitions used herein shall have the same meaning as those used in the announcements made on 22 January 2020 and 23 January 2020).

Rimbunan Sawit Bhd (“RSB”) wishes to announce that Lumiera has on 31 March 2020 entered into a supplementary agreement (“Supplementary Agreement”) with Biogreen to amend and vary certain terms of the SPA, details as follows:

1. both parties have agreed and jointly confirmed that the purchase price amounting to RINGGIT MALAYSIA EIGHTY FIVE MILLION (RM85,000,000.00) ONLY under Clause 3.1 of the SPA shall be paid to Lumiera in the following manner:

    a)    A sum of RM8,500,000.00 being 10% of the purchase price shall be paid upon signing of the Supplementary Agreement;

    b)    A further RM8,500,000.00 from the Purchase Price shall be paid to Lumiera upon Biogreen takes possession of Lumiera Estate (Lumiera Estate refer to the Property as defined in the SPA);

    c)    The aforesaid sums paid to Lumiera shall be deemed part of the balance Purchase Price as stated under Clause 3.1.2 of the SPA;

    d)    Remaining balance sum of RINGGIT MALAYSIA FIFTY NINE MILLION AND FIVE HUNDRED THOUSAND (RM59,500,000.00) ONLY shall be deposited with Lumiera’s Solicitors as stakeholders within two (2) months from the Unconditional Date; and

    e)    A sum of RM8,500,000.00 has been paid as deposit/part payment.

2. The Lumiera Estate shall be handed over to Biogreen on the date Biogreen paid a further RM8,500,000.00 as stated under Section 1 (b) above. The date of possession of the Lumiera Estate by Biogreen shall be on 15 April 2020, if the Movement Control Order in relation to the Covid-19 (“MCO”) has been lifted.If the MCO is extended from 15 April 2020, Biogreen will nonetheless take over possession of the Lumiera Estate on 1 May 2020.

3. a) Upon taking possession of the Lumiera Estate, Biogreen shall manage the said Lumiera Estate in the normal and ordinary course of plantation operation or business which include but not limited to rehabilitation works, maintenance works including weeding, manuring, control of pests and diseases and to engage labour to carry out such works.

b) Upon taking possession of the Lumiera Estate, Biogreen shall carry out harvesting of Fresh Fruit Brunch (“FFB”) and to sell for profits and to retain the profits derived therefrom.

4. a) In the event the Conditions Precedent under Clause 1 of the SPA are not fulfilled on the Special Extended Compliance Period on 23 July 2020, unless otherwise agreed, the SPA shall be deemed frustrated and thereafter, Lumiera shall reimburse to Biogreen all costs incurred pursuant to Clause 3(a) of the SPA based on the Management Accounts within the Special Extended Compliance Period on 23 July 2020 and such Accounts shall be deemed to the conclusive proof; and

(b) Lumiera to refund all the Purchase Price paid by Biogreen under the SPA and the Supplementary Agreement.

The Supplementary Agreement is available for inspection for three (3) months from the date of this announcement during normal business hours at the Registered Office of RSB at North Wing, Menara Rimbunan Hijau, 101, Pusat Suria Permata, Jalan Upper Lanang, 96000 Sibu, Sarawak.

This announcement is dated 31 March 2020.