OTHERS JOINT DEVELOPMENT AGREEMENT ("JDA") ENTERED INTO BETWEEN GADANG HOLDINGS BERHAD ("GADANG"), CYBERVIEW SDN. BHD. ("CSB"), HILLSTRAND DEVELOPMENT SDN. BHD. ("HDSB") AND CSB LAND SDN. BHD. ("CSBL") - FOURTH SUPPLEMENTARY JDA (REVOCATION OF IMPLEMENTATION RIGHTS FOR PHASE 4)

GADANG HOLDINGS BHD

Type

Announcement

Subject

OTHERS

Description

JOINT DEVELOPMENT AGREEMENT ("JDA") ENTERED INTO BETWEEN GADANG HOLDINGS BERHAD ("GADANG"), CYBERVIEW SDN. BHD. ("CSB"), HILLSTRAND DEVELOPMENT SDN. BHD. ("HDSB") AND CSB LAND SDN. BHD. ("CSBL") 
- FOURTH SUPPLEMENTARY JDA
(REVOCATION OF IMPLEMENTATION RIGHTS FOR PHASE 4)

Reference is made to the Company’s announcement dated 6 June 2025 in relation to the execution of the Letter of Mutual Termination between Gadang Holdings Berhad ("Gadang"), Cyberview Sdn. Bhd. (“CSB’), Hillstrand Development Sdn. Bhd. (“HDSB”) and CSB Land Sdn. Bhd. (“CSBL”) (collectively, “the Parties”) to terminate the Joint Development Agreement ("JDA") dated 23 May 2014, with respect to the undeveloped Phase 4 (comprising sub-phases 4A, 4B and 4C) of the project and to apportion the shared common costs.

The Board wishes to clarify that in the announcement dated 6 June 2025, it was stated that the Parties would enter into a mutual termination agreement to terminate the JDA. Following further deliberation and mutual agreement between the Parties, it was agreed that the Parties would proceed by entering into a Fourth Supplementary JDA, which would revoke the implementation rights for Phase 4 of the project only. This does not constitute a full termination of the JDA.

The Board of Directors of Gadang wishes to announce that on 23 October 2025, the Parties entered into a Fourth Supplementary Joint Development Agreement (“Fourth Supplementary JDA”) to revoke Gadang and/or HDSB’s implementation rights in relation to the undeveloped Phase 4 of the project (comprising sub-phases 4A, 4B, and 4C).

Under the terms of the Fourth Supplementary JDA, Gadang and/or HDSB shall:

Immediately cease all involvement in the planning, design, execution, or management of Phase 4 of the project;
Ensure a smooth and orderly transition to CSB and/or CSBL, including the handover of all relevant documents, records, plans, approved plans, detailed designs, and environmental and compliance reports or regulatory approvals related to Phase 4; and
Within seven (7) days from the date of the Fourth Supplementary JDA, hand over the Phase 4 land to CSB and/or CSBL and, at its own cost and expense, remove all equipment, materials, machinery, and vacate all employees, workmen, servants, agents, and contractors/subcontractors from the Phase 4 site.

The revocation of implementation rights for Phase 4 shall not constitute a termination of the JDA in its entirety. The Parties agree that the JDA and its previous supplementary agreements shall remain valid and enforceable in respect of the developed phases of the project, and Gadang and/or HDSB shall continue to perform all outstanding obligations in accordance with the terms of the JDA until fully discharged.

To date, the following supplementary agreements have been entered into in relation to the JDA:

Date	Supplementary JDA	Purpose
27 April 2015	Supplementary JDA	To further define the rights and obligations under the original JDA.
5 August 2016	Second Supplementary JDA	To revise the Master Implementation Schedule.
21 August 2020	Third Supplementary JDA	To amend certain terms and conditions in the JDA.

The total reimbursement of Phase 4 common infrastructure costs payable by CSB and/or CSBL amounted to Ringgit Malaysia Twenty-One Million (RM21,000,000). These will be settled as follows:

a) Phase 4 Reimbursement Summary

Phase 4 Reimbursement	Amount (RM)	%
Total Common Infrastructure Costs	21,000,000	100
Less: Phase 3C Second Profit Sharing Portion	(731,400)	-
Net Payable (Phase 4)	20,268,600	100

b) Payment Breakdown By Milestone:

1) Upon execution of the Fourth Supplementary JDA

Initial 10% payment: RM2,026,860 (10%)

2) Upon the later of:

(i) Issuance of Certificate of Completion and Compliance (“CCC”) or equivalent documents from relevant authorities evidencing the completion of the construction of the Common Infrastructure by the relevant Authority for those who do not require CCC; or

(ii) 30 April 2026 (with an automatic one-month extension without interest, followed by a further one-month extension subject to 1.5% p.a. interest above Bank Negara Malaysia’s Base Lending Rate) for:

Milestone	Amount (RM)	%
1) Other Common Infrastructure other than Common Infrastructure Phase 3D Surau and Community Centre	8,987,097.24	44.34
2) Common Infrastructure Phase 3D (Surau)	3,733,476.12	18.42
3) Common Infrastructure Phase 3D (Community Centre)	3,733,476.12	18.42

3) One (1) year after CCC (or equivalent documents from relevant authorities) for:

Milestone	Amount (RM)	%
1) Other Common Infrastructure other than Common Infrastructure Phase 3D Surau and Community Centre	506,715.00	2.5
2) Common Infrastructure Phase 3D (Surau)	506,715.00	2.5
3) Common Infrastructure Phase 3D (Community Centre)	506,715.00	2.5

4) Upon expiry of one (1) year after consent for strata title in respect of Phase 3C is obtained (completion of issuance of strata title to end purchasers) or by 30 December 2026, whichever is later:

RM267,545.52 (1.32%)

c) Milestone Completion and Payment Timeline

Upon completion of any milestone, Gadang and/or HDSB shall provide CSB and/or CSBL with written notice. Payment shall be made within thirty (30) days from the date of such notice.

Further announcements will be made from time to time should there be any material developments pertaining to this matter.

This announcement is dated 23 October 2025.

Announcement Info

Company Name	GADANG HOLDINGS BHD
Stock Name	GADANG
Date Announced	23 Oct 2025
Category	General Announcement for PLC
Reference Number	GA1-23102025-00042