On behalf of the Board of Directors of S&F Cap, UOB Kay Hian (M) Sdn Bhd (formerly known as UOB Kay Hian Securities (M) Sdn Bhd) wishes to announce that the Company proposes to undertake a proposed private placement of up to 181,620,969 new Placement Shares, representing up to approximately 30% of the total number of issued S&F Cap Shares at an issue price of RM0.0673 per Placement Share, subject to the approval of the shareholders of the Company at an extraordinary general meeting to be convened.

For information purposes, the Company had previously in November 2024 undertaken a private placement of up to 10% of the total number of issued S&F Cap Shares in accordance with the general mandate pursuant to Sections 75 and 76 of the Companies Act 2016, raising total gross proceeds of approximately RM5.23 million with the aim to support the operational growth of the Company and its subsidiaries (“S&F Cap Group” or the “Group”) and strengthen the capital base of the Group. Please refer to Section 2.7 of the attachment for further details of the said private placement.

Under the leadership of the Group’s management, S&F Cap Group has successfully transitioned from a loss-making position to profitability, recording a net profit of RM2.45 million and RM1.32 million for the financial years ended 30 June 2023 and 30 June 2024 respectively. This marks a clear recovery from the Group’s earlier financial challenges. The turnaround was driven by focused strategies to strengthen revenue contributions from the construction and properties development segment, supported by disciplined cost management and operational improvements implemented by the management team.

Building on this momentum, the Proposed Private Placement forms part of the Group’s ongoing strategy to further strengthen its financial position and support future growth. The proceeds to be raised from the Proposed Private Placement are intended to provide the Group with greater financial flexibility to support its operational requirements.

Further details of the Proposed Private Placement are set out in the attachment below.

This announcement is dated 4 August 2025.