INITIAL PUBLIC OFFERING ("IPO") OF UP TO 743,181,900 ORDINARY SHARES ("IPO SHARES") IN FARM FRESH BERHAD ("FARM FRESH") IN CONJUNCTION WITH THE LISTING OF AND QUOTATION FOR THE ENTIRE ENLARGED ISSUED SHARE CAPITAL OF FARM FRESH ("SHARES") ON THE MAIN MARKET OF BURSA MALAYSIA SECURITIES BERHAD COMPRISING AN OFFER FOR SALE OF UP TO 520,227,200 EXISTING SHARES ("OFFER SHARES") AND A PUBLIC ISSUE OF 222,954,700 NEW SHARES ("ISSUE SHARES") INVOLVING: (I) INSTITUTIONAL OFFERING OF UP TO 687,443,200 IPO SHARES TO MALAYSIAN AND FOREIGN INSTITUTIONAL AND SELECTED INVESTORS, INCLUDING BUMIPUTERA INVESTORS APPROVED BY THE MINISTRY OF INTERNATIONAL TRADE AND INDUSTRY, MALAYSIA AT THE INSTITUTIONAL PRICE TO BE DETERMINED BY WAY OF BOOKBUILDING ("INSTITUTIONAL PRICE"); AND (II) RETAIL OFFERING OF 55,738,700 ISSUE SHARES TO THE DIRECTORS OF FARM FRESH AND ITS SUBSIDIARIES ("GROUP"), ELIGIBLE EMPLOYEES OF THE GROUP, PERSONS WHO HAVE CONTRIBUTED TO THE SUCCESS OF THE GROUP AND THE MALAYSIAN PUBLIC AT THE RETAIL PRICE OF RM1.35 PER ISSUE SHARE ("RETAIL PRICE"), PAYABLE IN FULL UPON APPLICATION AND SUBJECT TO REFUND OF THE DIFFERENCE BETWEEN THE RETAIL PRICE AND THE FINAL RETAIL PRICE (AS DEFINED IN THIS PROSPECTUS) IN THE EVENT THAT THE FINAL RETAIL PRICE IS LESS THAN THE RETAIL PRICE, SUBJECT TO THE CLAWBACK AND REALLOCATION PROVISIONS AND THE OVER-ALLOTMENT OPTION (AS DEFINED IN THIS PROSPECTUS), THE FINAL RETAIL PRICE WILL BE EQUAL TO THE LOWER OF: (A) THE RETAIL PRICE OF RM1.35 PER ISSUE SHARE; OR (B) THE INSTITUTIONAL PRICE.