On behalf of the board of directors of IRIS ("Board"), RHB Investment Bank Berhad ("RHB Investment Bank") wishes to announce that IRIS proposes to undertake the proposed internal reorganisation by way of a members' scheme of arrangement under Section 366 of the Companies Act, 2016 ("Act") ("Scheme of Arrangement") comprising the following proposals:
(i) Proposed Share Exchange which entails the proposed exchange of 815,727,624 IRIS Shares, representing the entire issued share capital of IRIS, with 815,727,624 IGB Shares on the basis of 1 new IGB Share for every 1 existing IRIS Share held on the entitlement date to be determined later; and
(ii) Proposed Transfer of Listing Status which entails the proposed assumption of the listing status of IRIS by IGB and the admission of IGB to and withdrawal of IRIS from the Official List of Bursa Securities with the listing and quotation of all IGB Shares on the ACE Market of Bursa Securities,
(collectively referred to as the "Proposed Internal Reorganisation").
In conjunction with the Proposed Internal Reorganisation, on 18 April 2025, IRIS had entered into a conditional scheme agreement with IGB for the purpose of the implementation of the Proposed Internal Reorganisation ("Scheme Agreement").
Further details of the Proposed Internal Reorganisation are set out in the attachment below.
This announcement is dated 18 April 2025.