The Board of Directors of WHB wishes to inform that its wholly-owned subsidiary, Westports Malaysia Sdn Bhd (“WMSB” or “Issuer”) had established the Sukuk Wakalah Programme for the issuance of Islamic medium term notes ("Sukuk Wakalah"). The relevant information and documents in relation to the Sukuk Wakalah Programme were lodged with the Securities Commission Malaysia (“SC”) on 7 March 2024 ("Lodgement Date") in accordance with the SC’s Guidelines on Unlisted Capital Market Products under the Lodge and Launch Framework (issued on 9 March 2015 and revised on 5 February 2024 (as amended, revised and/or substituted from time to time) (“LOLA Guidelines”).

Details of the Sukuk Wakalah Programme

The Sukuk Wakalah Programme shall have a perpetual tenure. The first issuance of the Sukuk Wakalah under the Sukuk Wakalah Programme shall be made within 90 business days from the Lodgement Date (or such other extended dates approved by the SC) and the tenure of each Sukuk Wakalah to be issued under the Sukuk Wakalah Programme shall be more than one (1) year.

The Sukuk Wakalah Programme will also give the Issuer the flexibility to issue sustainability Sukuk Wakalah and sustainability-linked Sukuk Wakalah in the future, which will be in compliance with, any one or more of the relevant guidelines, frameworks, standards or principles, as amended and/or substituted from time to time.

The Sukuk Wakalah Programme has been assigned a final rating of AAA by RAM Rating Services Berhad.

Utilisation of Proceeds

The proceeds from the issuance of the Sukuk Wakalah under the Sukuk Wakalah Programme shall be utilised by the Issuer for the following purposes, all of which shall be Shariah-compliant:-

a) to finance the Issuer's capital expenditure, assets acquisition, general corporate purposes and general working capital requirements;

b) to refinance any existing Shariah-compliant financing (including any existing sukuk issued by the Issuer under the Issuer's existing sukuk Musharakah programme of up to RM2.0 billion in nominal value) and/or future Shariah-compliant financing of the Issuer;

c) to fund the minimum balance in the Finance Service Reserve Account;

d) to provide Shariah-compliant intercompany financings and/or advances to the Issuer's holding company i.e. WHB for utilisation of the proceeds by WHB for general corporate purposes of the Group. For the purposes of this paragraph, "Group" means WHB and its subsidiaries (from time to time); and/or

e) to defray any fees, costs and expenses in relation to the establishment of the Sukuk Wakalah Programme and issuance of Sukuk Wakalah under the Sukuk Wakalah Programme.

Rationale for the Sukuk Wakalah Programme

The Sukuk Wakalah Programme will provide WMSB with the flexibility to raise medium to long-term funding to meet its business funding requirements and general corporate purposes of the Group.

Interest of Directors, Major Shareholders and/or Persons Connected to Them

None of WHB's directors, major shareholders and/or persons connected with them has any interest, direct or indirect, in the Sukuk Wakalah Programme.

Advisers

Maybank Investment Bank Berhad and OCBC Al-Amin Bank Berhad are the Joint Principal Advisers, Joint Lead Arrangers, Joint Lead Managers and Joint Sustainability Structuring Advisers for the Sukuk Wakalah Programme. Maybank Islamic Berhad and OCBC Al-Amin Bank Berhad are the Joint Shariah Advisers for the Sukuk Wakalah Programme.

This announcement is dated 19 April 2024.