Olympia Industries Berhad (“OIB” or “the Company”) Disposal of lands in Jelebu Kenaboi, District of Jelebu by Naturelle Sdn Bhd, a wholly-owned subsidiary of OIB

1. INTRODUCTION

Pursuant to Paragraphs 10.06 and 10.12 of the Main Market Listing Requirements of Bursa Securities Berhad, the Board of OIB wishes to announce that its wholly-owned subsidiary, Naturelle Sdn Bhd, had during the period from 22 October 2012 to 30 November 2012, disposed of the following parcels of land for an aggregate cash consideration of RM6,400,000 (“Consideration”) to Pribumi Kiaramas Sdn Bhd :-

Date of Sale Description of Land Consideration and Purchase (RM) Agreement

22 October 2 parcels of 99 years leasehold land (expiring 2,200,000 2012 on 26 June 2091) held under Title Nos. H.S. (D) 3560-3561, PT 634-635, Mukim Kenaboi, Daerah Jelebu, measuring 82.513 hectares (203.894 acres) (“Transaction 1”)

30 November 4 parcels of 99 years leasehold land (expiring 4,200,000 2012 on 26 June 2091) held under Title No. H.S. (D) 3953-3956, PT 1027-1030, Mukim Kenaboi, Daerah Jelebu, Negeri Sembilan measuring 170.646 hectares (421.675 acres) (“Transaction 2”)

The aforesaid parcels of land and transactions for the disposal of the lands are collectively referred to as the Lands and Sale Transactions respectively.

2. DETAILS OF THE SALE TRANSACTIONS

2.1 Information on Vendor

Naturelle Sdn Bhd (“Naturelle”) was incorporated in Malaysia under the Companies Act, 1965 on 23 May 1981. It has an authorised share capital of RM500,000,000.00 divided into 500,000,000 ordinary shares of RM1.00 each, of which 210,000,000 ordinary shares of RM1.00 each have been issued and fully paid up.

The principal activity of Naturelle is property development. However, the company has not embarked on any property development activities to-date. The total cost of investment of OIB in Naturelle on 27 April 2007 was RM110.5 million.

Naturelle is the registered owner of 334 parcels of vacant leasehold land measuring 2,220.91 acres in Mukim Kenaboi, District of Jelebu, Negeri Sembilan (collectively referred to as the “Naturelle lands”).

1 2.2 Information on the Purchaser

Pribumi Kiaramas Sdn Bhd was incorporated in Malaysia under the Companies Act, 1965 on 13 May 2011. It has an authorised share capital of RM100,000.00 divided into 100,000 ordinary shares of RM1.00 each, of which 2 ordinary shares of RM1.00 each have been issued and fully paid up.

The Purchaser is a general trading and investment holding company owned by 2 individual shareholders.

2.3 Basis and Justification for the Consideration

The Consideration for the Sale Transactions is arrived at on a willing buyer willing seller basis and based on the valuation carried out on the Lands by Messrs CH Williams, Talhar & Wong (“CH Williams”) on 19 June 2012. CH Williams, the designated valuer of the lenders pursuant to the terms of the restructuring scheme of the Company that was completed in 2007, had assessed the market value of the Lands in Transaction 1 at RM2.0 million while the Lands under Transaction 2 were valued at RM4.2 million.

The Lands which form part of the Naturelle lands, are both 99 year-leasehold lands (unexpired term: 79 years) and categorized for use as agricultural lands. The Lands were valued using the comparison method which entailed analysing recent transactions of agricultural lands within and around the District of Jelebu and asking prices of similar property in and around the locality for comparison purposes with adjustments made for differences in location, size and shape of land, tenure, title restrictions if any and other relevant characteristics to arrive at the market value.

2.4 Salient terms of the Sale Transactions

(i) A deposit of 10% shall be paid by the Purchaser to Naturelle, being the Vendor upon execution of the Sale and Purchase Agreement (“SPA”).

(ii) The balance 90% of the Consideration (the “Balance Sum”) shall be paid by the Purchaser to the Vendor’s solicitors as stakeholders on or before three (3) months from the date the Original Consent to Transfer the Lands granted by the State Authority is delivered to the Purchaser’s solicitors in accordance with the terms of the agreements (“Completion Date”).

(iii) In the event the Purchaser is unable to pay the Balance Sum or any part thereof on or before the Completion Date, the Vendor shall grant to the Purchaser an extension of one (1) month from the Completion Date to settle the same and the Purchaser shall pay to the Vendor interest on the outstanding balance at the rate of 8% per annum calculated on a daily basis from the day after the Completion Date to the actual settlement of the outstanding balance.

(iv) The Sale Transactions are subject to and conditional upon obtaining and receipt of the State Authority’s written consent to the transfer of the Lands from the Vendor to the Purchaser within four (4) months from the date of the SPA or such other extended period or periods as may be mutually agreed upon by both parties.

2 3. PARTICULARS OF THE LANDS

The Naturelle lands are situated along the Kuala Klawang-Semenyih main road in the district of Jelebu, Negeri Sembilan. The actual location is approximately 62 kilometres to the north-east of Town Centre, 20 kilometres to the north of Pekan Kuala Klawang and approximately 36 kilometres to the north west of Pekan Semenyih. The Kenaboi forest reserve is situated to the north and south of the Naturelle lands, about 70 kilometres from Kuala Lumpur city centre.

The Lands in both of Transaction 1 (203.894 acres) and 2 (421.675 acres) are designated for agricultural use. Both the Lands are irregular in shape, are generally hilly to undulating in terrain and are not demarcated with any form of fencing. The Lands are overgrown with shrubs, bushes, undergrowth and wild trees (secondary forest) and have not been planted with any form of agricultural produce.

Although the Lands in Transaction 1 were originally designated for use as a golf course, the development order for the latter has since lapsed.

While the Lands in Transaction 1 has frontage onto Klawang-Semenyih main road, there is no access to the inner portion of the Lands in Transaction 2.

4. RATIONALE FOR THE SALE TRANSACTIONS

Under OIB’s restructuring scheme which was implemented in April 2007, the Naturelle lands were earmarked as part of the divestment assets intended to settle debts due under the said scheme. Accordingly the Company did not intend to develop the Naturelle lands prior to its disposal. Hence the actual value realized by the Company upon the eventual divestment will necessarily be dependent on prevailing market conditions at the time of divestment and subject to market risks generally associated with property investments.

The Lands which have been charged to secure the debts arising from OIB’s restructuring scheme, constituted part of the secured assets under the restructuring scheme. It is a specific condition under the scheme that these Lands must be disposed off in order to settle the debts due before the final maturity date in April 2013.

The respective scheme lenders which have a legal charge over the Lands have consented to the Sale Transactions. As such, the Sale Transactions will enable OIB to meet its financial and legal obligations in accordance with the terms of the restructuring scheme by the final maturity date in April 2013.

5. LIABILITIES TO BE ASSUMED BY THE PURCHASER

No liabilities will be assumed by the Purchaser.

6. FINANCIAL EFFECTS OF THE SALE TRANSACTIONS

6.1 Share Capital and Substantial Shareholders’ Shareholdings

The Sale Transactions will not have any effect on the issued and paid-up share capital and substantial shareholders’ shareholdings of the Company.

3 6.2 Net Assets (“NA”) per share and Gearing

The Sale Transactions are not expected to have any material effect on the net assets per share which will be reduced slightly from RM0.60 per share to RM0.58 per share while the gearing will increase slightly from 0.53 times to 0.54 times, both of which are illustrated as follows:

Audited as at After the Sale 30 June 2012 Transactions (RM’000) (RM’000)

Share Capital 754,485 754,485 OIB-ICB 7 7 OIB-ICULS 280,824 280,824 Other reserve 9,245 9,245 Merger deficit (233,884) (233,884) Accumulated losses (397,309) (416,261) 413,368 394,416 Minority interests 40,428 40,428 Shareholders’ equity/ NA 453,796 434,844 ======

No. of ordinary shares of RM1.00 each in issue 754,485 754,485 NA per share (RM) 0.60 0.58 Total borrowings (RM’000) 240,818 234,418 Gearing (times) 0.53 0.54

6.3 Earnings per share (“EPS”)

The Sale Transactions are expected to further reduce the EPS from a deficit of 3.8 sen as at 30 June 2012 to a deficit of 6.2 sen.

6.4 Gain/Loss arising from the Sale Transactions

Based on the net carrying amount of the Lands of RM25.35 million as at 30 June 2012 and the sale consideration of RM6.40 million, there is a loss of RM18.95 million arising from the Sale Transactions.

7. APPROVAL REQUIRED

The Sale Transactions do not require the approval of the shareholders of the Company nor any regulatory approvals.

8. DIRECTORS’ AND SUBSTANTIAL SHAREHOLDERS’ INTEREST

None of the Directors and/or substantial shareholders of OIB and/or persons connected to them have any interest, direct or indirect, in the Sale Transactions.

9. DIRECTORS’ RECOMMENDATION

The Board is of the opinion that the Sale Transactions are in the best interests of the Company.

4 10. ESTIMATED TIME FRAME FOR COMPLETION

Barring any unforeseen circumstances, the Sale Transactions are expected to be completed by 1st quarter of 2013.

11. PERCENTAGE RATIOS UNDER PARAGRAPH 10.02(G) OF THE MAIN MARKET LISTING REQUIREMENTS OF BURSA MALAYSIA SECURITIES BERHAD

Based on OIB Group’s audited financial statements for the financial year ended 30 June 2012, the highest percentage ratio under Paragraph 10.02(g) of Chapter 10 of the Main Market Listing Requirements of Bursa Malaysia Securities Berhad is 5.59%, being the value of the Lands over the net assets of OIB Group.

12. DOCUMENTS FOR INSPECTION

The SPAs and Valuation Reports for the Lands are available for inspection at the registered office of OIB at Level 23, Menara Olympia, No. 8, Jalan Raja Chulan, 50200 Kuala Lumpur from the date of this announcement for a period of three (3) months from Mondays to Fridays (except public holidays) during normal business hours.

This announcement is dated 30 November 2012.

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