SHARE BUY-BACK STATEMENT IN RELATION TO THE PROPOSED RENEWAL OF SHARE BUY-BACK AUTHORITY

CIRCULAR TO SHAREHOLDERS IN RELATION TO THE PROPOSED RENOUNCEABLE RIGHTS ISSUE OF UP TO 836,621,880 NEW ORDINARY SHARES IN FBG HOLDINGS BERHAD (FORMERLY KNOWN AS FAJARBARU BUILDER GROUP BHD) ("FBG" OR THE "COMPANY") ("FBG SHARE(S)" OR "SHARE(S)") ("RIGHTS SHARE(S)") ON THE BASIS OF 3 RIGHTS SHARES FOR EVERY 4 EXISTING FBG SHARES HELD, TOGETHER WITH UP TO 278,873,960 FREE DETACHABLE WARRANTS IN FBG ("WARRANT(S) D") ON THE BASIS OF 1 WARRANT D FOR EVERY 3 RIGHTS SHARES SUBSCRIBED FOR, ON AN ENTITLEMENT DATE TO BE DETERMINED AND ANNOUNCED LATER ("PROPOSED RIGHTS ISSUE WITH WARRANTS")

CIRCULAR TO SHAREHOLDERS IN RELATION TO THE:- (I) PROPOSED JOINT DEVELOPMENT PROJECT BETWEEN FAJARBARU BUILDER GROUP BHD ("FBG" OR THE "COMPANY") AND THE PENANG DEVELOPMENT CORPORATION KNOWN AS MEDICITY IN BATU KAWAN, PENANG THROUGH A PURCHASE AND DEVELOPMENT ARRANGEMENT ENTAILING THE PROPOSED ACQUISITION BY FBG LAND SDN BHD (FORMERLY KNOWN AS FAJARBARU LAND (M) SDN BHD), A WHOLLY-OWNED SUBSIDIARY OF FBG, OF A PARCEL OF LAND MEASURING APPROXIMATELY 51.172 ACRES LOCATED IN BANDAR CASSIA, BATU KAWAN, PENANG FOR A PURCHASE CONSIDERATION OF RM111,452,616.00 TO BE SATISFIED ENTIRELY IN CASH ("PROPOSED ACQUISITION"); AND (II) PROPOSED CHANGE OF THE COMPANY'S NAME FROM "FAJARBARU BUILDER GROUP BHD" TO "FBG HOLDINGS BERHAD" ("PROPOSED CHANGE OF NAME") (COLLECTIVELY REFERRED TO AS THE "PROPOSALS")