KINSTEEL BERHAD (“KINSTEEL” OR “COMPANY”) MEMORANDUM OF AGREEMENT BETWEEN KINSTEEL, PERFECT CHANNEL SDN BHD, VIBRANT HOLDINGS SDN BHD AND BEIJING INDUSTRIAL DESIGNING AND RESEARCHING INSTITUTE OF CHINA (“MOA”) Unless otherwise defined in this announcement, all terms used herein shall have the same meaning as those defined in the announcement dated 12 February 2015. Further to the announcement made on 12 February 2015 in relation to the MOA, the Board of Kinsteel wishes to announce the following additional information in relation to the MOA: 1. INTRODUCTION The Board wishes to clarify that Kinsteel proposes to develop new investment plans for the Group’s businesses, which include installation of a new blast furnace and related downstream manufacturing facilities and infrastructural work to upgrade and enhance the capacity of the manufacturing operation at PCSB’s plant located at Gurun, Kedah Darul Aman (“Enhancement Project”). The MOA was entered into with Vibrant and BIDR for Vibrant and BIDR to explore the possibility of Vibrant and BIDR undertaking the contract work for the Enhancement Project via the installation of a new blast furnace and related downstream manufacturing facilities and infrastructural work PCSB’s plant. The purchase consideration payable to Vibrant and BIDR for the contract work to be undertaken pursuant to the Enhancement Project will be satisfied by Kinsteel and PCSB partially in the form of new shares to be issued by Kinsteel and the remaining balance to be paid by PCSB on deferred payment terms / suppliers credit to be agreed upon between the parties. 2. SALIENT TERMS OF THE MOA 2.1 Turnkey Contractor’s Proposal The Turnkey Contractor, ie Vibrant and BIDR, have submitted a proposal to Kinsteel to provide and install the new blast furnace and related downstream manufacturing facilities and infrastructural work to PCSB pursuant to the Enhancement Project for an estimated amount of RM200 million. 2.4 Manner of Payment The payment terms for the supply and installation of the new blast furnace and other related facilities and infrastructural work is to be negotiated and agreed upon in the definitive agreement to be executed between the Company and the Turnkey Contractor. 3. BACKGROUND INFORMATION The directors and shareholders of Vibrant are Dato’ Yan Meng Jie and Yan Biao. BIDR is a state-owned enterprise and is managed by the People’s Republic of China’s State Owned Assets Supervision and Administration Commission of the State Council. The legal representative of BIDR is Shen An Dong. This announcement is dated 16 February 2015.
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