Prospectus

28 June 2023
INITIAL PUBLIC OFFERING ("IPO") OF 228,000,000 ORDINARY SHARES IN MST GOLF GROUP BERHAD (FORMERLY KNOWN AS M S T GOLF (ASIA) SDN BHD) ("MST GOLF") ("SHARES") IN CONJUNCTION WITH THE LISTING AND QUOTATION OF THE ENTIRE ENLARGED ISSUED SHARES OF MST GOLF ON THE MAIN MARKET OF BURSA MALAYSIA SECURITIES BERHAD COMPRISING: (I) PUBLIC ISSUE OF 160,000,000 NEW ORDINARY SHARES ("ISSUE SHARES") IN THE FOLLOWING MANNER: (A) 41,500,000 ISSUE SHARES MADE AVAILABLE FOR APPLICATION BY THE MALAYSIAN PUBLIC; (B) 76,000,000 ISSUE SHARES MADE AVAILABLE FOR APPLICATION BY WAY OF PRIVATE PLACEMENT TO IDENTIFIED INSTITUTIONAL AND SELECTED INVESTORS; (C) 7,900,000 ISSUE SHARES MADE AVAILABLE FOR APPLICATION BY THE ELIGIBLE DIRECTORS, EMPLOYEES AND PERSONS WHO HAVE CONTRIBUTED TO THE SUCCESS OF MST GOLF AND ITS SUBSIDIARIES; AND (D) 34,600,000 ISSUE SHARES MADE AVAILABLE FOR APPLICATION BY WAY OF PRIVATE PLACEMENT TO IDENTIFIED BUMIPUTERA INVESTORS APPROVED BY THE MINISTRY OF INVESTMENT, TRADE AND INDUSTRY, MALAYSIA (FORMERLY KNOWN AS MINISTRY OF INTERNATIONAL TRADE AND INDUSTRY, MALAYSIA) ("MITI"); AND (II) OFFER FOR SALE OF UP TO 68,000,000 EXISTING SHARES BY WAY OF PRIVATE PLACEMENT TO IDENTIFIED BUMIPUTERA INVESTORS APPROVED BY THE MITI; AT AN IPO PRICE OF RM0.81 PER SHARE, PAYABLE IN FULL UPON APPLICATION AND SUBJECT TO THE CLAWBACK AND REALLOCATION PROVISIONS AS SET OUT IN THE PROSPECTUS.