PT Rizky Barito Timur entered into a conditional sale and purchase agreement to acquire Resources Prima Group Limited (Catalist:5MM) in a reverse merger transaction on September 27, 2019. The total consideration for acquisition of PT Rizky Barito Timur is $15 million to be paid through issuance of 104.07 million post consolidation shares of Resources Prima Group. In a related transaction, Resources Prima Group Limited will undertake share consolidation and will reduce its share capital from 1.8 billion shares to 34.7 million shares. Consideration shares will be issued post completion of share consolidation by Resources Prima Group Limited. Post completion the shareholders of PT Rizky Barito Timur will own 75% stake in Resources Prima Group Limited. The transaction is subject to approval by shareholders and Board of Resources Prima Group Limited. The transaction is subject to entry into a the Chaw Investment Agreement dated on or around the date of the agreement for the purpose of, inter alia, funding the transactions contemplated in agreement, the agreement for the same is entered on September 27, 2019, subject to all necessary consents, approvals and waivers from the SGX-ST, Securities Industry Council of Singapore or any other relevant regulatory authority, in-principle approval from the SGX-ST for the admission of the consideration shares to the Official List of the SGX-ST and resumption of trading of the shares in Resources Prima Group Limited, subject to obtaining a waiver from the Securities Industry Council having been obtained, and not having been withdrawn or amended, on or before the completion date, in respect of the shareholders of Rizky Barito Timur's obligation to make a mandatory offer for shares in Resources Prima Group Limited, completion and satisfactory outcome of all financial and legal due diligence investigations by Resources Prima Group Limited. The transaction is subject the approval of the directors and/or shareholders of each of the shareholders of PT Rizky Barito Timur (where required); the shares of Resources Prima Group Limited not having been de-listed under the Catalist Rules. If any of the conditions precedent has not been fulfilled on or before June 30, 2020 being the Long Stop Date, the agreement shall automatically terminate and no party shall have any claim of any nature whatsoever against any other party under the agreement. Completion shall take place at the registered office of the Company on the 7th business day following notification by Resources Prima Group Limited of the satisfaction or waiver of the conditions precedent.