1. INTRODUCTION

Pursuant to Rule 10.09(1)(a) of the ACE Market Listing Requirements of Bursa Securities Malaysia Berhad, the Board of Directors of Lambo Group Berhad (“Lambo” or “the Company”) wishes to announce that Lamboplace Sdn. Bhd. (“Lamboplace”), a wholly-owned subsidiary of Lambo, had in its ordinary course of business entered into a Recurrent Related Party Transaction (“RRPT”) with Cheetah Marketing Sdn. Bhd. (“CMSB”) as disclosed below, and the total consideration of which by way of aggregation, is expected to exceed the percentage ratio of 1% for the period from 15 November 2021 until the next Annual General Meeting to be convened by the Company :

2. NATURE OF RELATIONSHIP BETWEEN LAMBO GROUP AND THE RELATED PARTY

CMSB is a private limited company incorporated in Malaysia which principally involved in the product designing, product development, marketing and dealers of garments, apparels and ancillary products and electronic commerce (E-Commerce).

3. RATIONALE FOR THE RRPT

Cheetah is by one of our prominent existing merchandisers and suppliers and as such the proposed transaction is able to consolidate our business relationship in terms of products.

4. RISK FACTORS

The RRPT is not expected to pose any additional risks to the Lambo Group other than operational risks associated to the business of Lamboplace. There are no liabilities to be assumed by Lambo Group arising from the RRPT.

5. EFFECTS OF THE RRPT ON THE LAMBO GROUP

The RRPT will not have any effect on the issued share capital and substantial shareholders’ shareholdings of the Company.

In addition, it will not have any material effect on the net assets and gearing of the Group for the financial year ending 31 May 2022 but is expected to contribute positively to the future earnings of the Group.

6. DIRECTORS’ AND MAJOR SHAREHOLDERS’ INTEREST

Save as disclosed in the item 2 above, none of the other Directors and/or Major Shareholders of the Company and/or persons connected with them have any interest, direct or indirect in the RRPT.

7. STATEMENT BY AUDIT AND RISK MANAGEMENT COMMITTEE (“ARMC”)

The ARMC of the Company having considered the nature and rationale for the RRPT, was of the view that the RRPT is in the best interests of the Group, fair, reasonable and on normal commercial terms and not detrimental to the interests of the minority shareholders as the RRPT are entered into in the ordinary course of business on normal commercial terms which are not more favourable to CMSB than those generally available to the public.

8. STATEMENT BY DIRECTORS

The Board of Directors (save for Mr. Koo Kien Yoon), having taken into consideration all aspects of the RRPT and is of the opinion that the RRPT are established under normal commercial terms and are in the best interest of the Group and are not detrimental to the interest of the minority shareholders.

9. APPROVAL REQUIRED

As at the date of this announcement, the highest applicable percentage ratio of the value transacted is 0.89%. Hence, no shareholders’ approval is required. However, shareholders’ mandate will be sought if the percentage ratio is expected to be exceed 5% and above for the period from 15 November 2021 until the next Annual General Meeting to be convened by the Company.

This announcement is dated 24 January 2022.