We refer to the announcements dated 22 June 2021, 30 June 2021, 9 May 2022, 18 May 2022, 19 May 2022, 3 June 2022, 4 July 2022, 22 August 2022, 30 August 2022, 9 December 2022, 3 March 2023, 22 March 2023 and 3 April 2023. 

Following our announcements dated 9 May 2022 and 4 July 2022, on behalf of the Board of Directors of Affin, Affin Hwang Investment Bank Berhad wishes to announce that:

(a) on 27 April 2023, Generali Asia N.V. ("Generali Asia") had incorporated GANV Holdings Malaysia Berhad (“HoldCo”) for the purpose of holding all of the shares in GML and GMI;

(b) on 31 May 2023, Affin, Generali Asia and HoldCo had executed a share swap agreement where Affin and Generali Asia will sell, and HoldCo will purchase, all of the shares held by Affin and Generali Asia in GML and GMI in consideration for:

(i) 765,995,451 new ordinary shares in the capital of HoldCo to be issued by HoldCo to Affin; and

(ii) 1,787,322,713 new ordinary shares in the capital of HoldCo to be issued by HoldCo to Generali Asia,

(the “Share Swap”).

Completion of the Share Swap had also taken place on 31 May 2023. Following completion of the Share Swap, GML and GMI will be 100.00% held by HoldCo which will in turn be 30.00% and 70.00% held by Affin and Generali Asia respectively. Affin’s 30.00% and Generali Asia’s 70.00% shareholding in HoldCo is reflective of Affin and Generali Asia’s shareholding in GML and GMI prior to completion of the Share Swap. For the avoidance of doubt, there is no change in Affin’s effective equity interest in GML and GMI, which remains at 30.00% prior to and following completion of the Share Swap; and

(c) on 31 May 2023, simultaneous with the completion of the Share Swap, Affin, Generali Asia and HoldCo had executed a shareholders’ agreement for the purpose of regulating the affairs of HoldCo and the respective rights and obligations of Affin and Generali Asia, among themselves, as shareholders of HoldCo and, indirectly through HoldCo, also of GML and GMI.  The earlier shareholders’ agreements entered into between Affin, Generali Asia and AALI / AAGI (as the case may be) on completion of the Disposal of GML and the Disposal of GMI (as the case may be) have accordingly been terminated.

This announcement is dated 1 June 2023.