REDEEMABLE
PREFERENCE
SHARES
A fully owned subsidiary
of MAA Group Berhad
Investor’s Deck
V1-0623
TABLE OF
CONTENT
• Market Overview – Global
• Market Overview – Malaysia
• What is Redeemable Preference Shares (RPS)?
• Investor’s Eligibility
• About Us
• About Our Parent Company
• Our Offerings
• Principal Terms of Investment
• Investment Flow
• How Factoring Works?
• Why Invest in RPS with MAAX Fidelity?
1
MARKET
OVERVIEW Global Developments in 2022
-Global
The global economy faced a series of destabilising shocks in 2022, derailing global economic recovery. The path towards
recovery was upended primarily by the war in Ukraine, which led to prolonged supply-chain imbalances, commodity price
shocks, an energy crisis in Europe, and multi-decades high inflation across most advanced economies. The intensification
of global inflationary pressure prompted aggressive monetary policy tightening by major central banks to restore price
stability, leading to a sharp tightening of global financial conditions. This also led to concerns of rising recessionary risks in
both advanced economies (AE) and emerging market and developing economies (EMDE). Moreover, China’s economic
slowdown amid continued COVID-19 related disruptions and the stress in the real estate market also weighed on the
global economy. The International Monetary Fund (IMF) in its World Economic Outlook in October 2022 forecasts
global growth to slow to 3.2% in 2022 from 6.0% in 2021, while noting that countries accounting for at least
one-third of the global economy are poised to contract in 2022 or 2023.
Global financial markets performances were weaker in 2022 as a confluence of factors from sharp tightening of global
financial conditions, concerns over repercussions of the war, to rising recessionary risks resulted in volatility in global
financial markets throughout the year. Consequently, the overall level of global financial stress had increased markedly
since early in the year. In the global equity market, both the MSCI World Index and the MSCI Emerging Markets Index
recorded doubledigit declines of -19.5% and -22.4% respectively in 2022.
Meanwhile, in the global bond market, bond yields were significantly higher in 2022, led by the US Treasury 10-
year note, given multi-decades high inflation across advanced economies and continued expectations of steeper interest
rate hikes by major central banks, leading to weak performance of the major bond indices
Source: SC Annual Report 2022 – Capital Market Review & Outlook
2
MARKET
OVERVIEW Global equities and bonds registered weaker performances in 2022.
- Global
Source: SC Annual Report 2022 – Capital Market Review & Outlook
3
MARKET
OVERVIEW
- Malaysia
Malaysian Capital Market Developments in 2022
The Malaysian economy recovered strongly in 2022, despite an increasingly challenging external environment. Growth
was underpinned by favourable domestic demand momentum, steady expansion in the external sector, and continued
improvement in labour market conditions. The full resumption of economic activities and the recovery of inbound
tourism following further relaxation of COVID-19 restrictions helped to underpin economic performance. Headline
inflation had also increased, reflecting stronger demand conditions and elevated cost pressures. For the full year of
2022, real GDP expanded 8.7% supported by robust domestic demand as the country transitions into endemicity.
Source: SC Annual Report 2022 – Capital Market Review & Outlook
4
MARKET
OVERVIEW The domestic capital market continued to support the real economy
The Malaysian capital market remained resilient and orderly in 2022, against the backdrop of increasingly pessimistic
- Malaysia global economic outlook and tighter global financial conditions. Importantly, it continued to serve its roles in financing
economic activity and intermediating savings. Total funds raised in the capital market increased to RM179.4 billion in
1
2022 (2021: RM131.3 billion), of which RM26.0 billion was raised via the equity market , while RM153.3 billion was
2
issued through the corporate bond market. Likewise, alternative fundraising avenues via ECF and P2P financing rose in
2022, and continued to support the funding needs of MSMEs.
Meanwhile, the fund management industry experienced weaker market valuation and net redemptions in 2022, with AUM
3
totalling RM906.5 billion (2021: RM951.1 billion). The unit trust segment remained the largest source of funds for AUM.
Overall, the size of the capital market rose to RM3.6 trillion in 2022 (2021: RM3.5 trillion), as the drop in equity market
capitalisation was offset by higher bonds and sukuk outstanding.
Despite the challenging
environment, domestic
capital market
remained orderly and
continued to facilitate
fundraising and savings
intermediation
effectively
5 Source: SC Annual Report 2022 – Capital Market Review & Outlook
MARKET
OVERVIEW Outlook for 2023
- Malaysia Global economic growth is expected to slow further in 2023, subject to considerable uncertainties. Aside from ongoing
concerns related to the pandemic, especially in China, the interplay between geopolitical fragmentation, elevated
inflationary pressure, and the pace of monetary policy normalisation in major economies will be key determinants of the
pace of global economic activities.
Meanwhile, developments in the global capital market are expected to be in tandem with this economic outlook. Malaysian
economic growth is projected to continue in 2023, albeit at a more modest pace, reflecting an increasingly challenging
global environment and the normalisation in domestic demand. The downside risks to growth remain given external
uncertainties, while the pace of economic recovery will likely continue to be uneven across sectors.
The performance of the Malaysian capital market is projected to remain resilient, in line with the domestic economy.
However, it will continue to be influenced by key global developments, with volatility expected to be driven by the rate of
global monetary policy tightening and geopolitical developments. Nevertheless, conditions in the domestic capital market is
expected to remain orderly, and continue to support the economy, underpinned by strong macroeconomic fundamentals
and supportive capital market infrastructure
Source: SC Annual Report 2022 – Capital Market Review & Outlook
6
REDEEMABLE
PREFERENCE
SHARES -
Preserve Your Capital
and Maximise Your
Returns
7
WHAT IS Redeemable preference shares allow for the repayment of the principal
share capital to shareholders. The company may redeem these shares at
REDEEMABLE an agreed value on a specified date or at the discretion of the
directors. This is on the condition that the company is a going concern.
PREFERANCE Similar to a Preference Shares, one of the preferential right is the right to
a fixed dividend.
SHARES (RPS)? ACRA – Accounting & Corporate Regulatory Authority
A company having a share capital may, if so authorized by its articles, issue
preference shares which are, or at the option of the company are to be,
liable to be redeemed and the redemption shall be effected only on such
terms and in such manner as is provided by the articles.
Act 12-Companies Act 1965 (Revised 1973)
8
INVESTOR’S Only SOPHISTICATED Investors are eligible to purchase the Redeemable
ELIGIBILITY Preference Shares.
a) a) sophisticated investors as specified in Part I of Schedule 6 or Part
I of Schedule 7 of Capital Market & Services Act 2007;
b) a person who acquires the unlisted capital market product where the
consideration is not less than two hundred and fifty thousand ringgit
(RM250,000) whether such amount is paid for in cash or otherwise;
c) in the case of debentures or sukuk, exclusively to a person in Labuan or
outside Malaysia; or
d) any other person as may be determined by the Commission.
* Capital Market & Services Act 2007 – Schedule 6
9
INVESTOR’S *SOPHISTICATED Investors Criteria:
As set out in Part (a):
ELIGIBILITY A) Accredited Investors such as Unit Trust Scheme, BNM, Exchange
holding companies, banks etc.
B) High Net-worth Entities such as a Trust Company, a Public
Company, a corporation/partnership with net assets exceeding RM10
million, a statutory body and an approved pension fund.
C) High Net-worth Individuals
1. whose total net personal assets, or total net joint assets with his
or her spouse, exceeding three million ringgit;
2. who has a gross annual income exceeding three hundred
thousand ringgit;
3. who jointly with his or her spouse, has a gross annual income
exceeding four hundred thousand ringgit in the preceding
twelve months; or
4. whose total net personal investment portfolio or total net joint
investment portfolio with his or her spouse, in any capital market
products exceeding one million ringgit.
* Capital Market & Services Act 2007 – Schedule 6
10
ABOUT US
MAAX Fidelity Berhad [201801031213 (1293239-V)]
Compliant to the guidelines and approved structure provided by
Securities Commission Malaysia, Bank Negara Malaysia and
Companies Act for the purpose of raising funding for the Group.
A fully owned subsidiary of MAA Group Berhad
Tunku Dato’ Yaacob Khyra
Mr. Anand Kanagasingam
+603 6256 8000
support@maaxfidelity.my
References:
➢ Securities Commission Malaysia Guidelines
➢ Companies Act 1965
11
ABOUT
OUR PARENT MAA Group Berhad [Registration No.: 199801015274 (471403-A)]
An Investment holding company listed on the Main Board of Bursa
Malaysia and established on 4 November 1998
COMPANY Operating Revenue : RM364.1 million
Total Assets : RM777.2 million
Net Worth : RM360.16 million
Market Cap : RM125.3 million
1. Financial Services- SME debt factoring, money lending and other
credit facilities.
2. General Insurance - MAA General Assurance Philippines, Inc.
3. Education Services- Imperium International College, St John’s
International School and Pusat Tuisyen Kasturi.
4. Hospitality- advisory and consultancy services of hotel such as
Ramada Suites by Wyndham & short-term property management,
includes accommodation, food and beverage, design and renovation
services.
12
ABOUT
OUR PARENT
Board of Directors
COMPANY
Tunku Dato’ Yaacob Khyra Tunku Yahaya @ Yahya bin
Executive Chairman Tunku Tan Sri Abdullah
Non-Independent
Executive Director
Yeo Took Keat Tunku Dato’ Ahmad Datin Seri Raihanah
Burhanuddin Bin Tunku Begum binti Abdul
Independent
Datuk Seri Adnan Rahman
Non-Executive Director
Independent
Senior Independent Non-Executive Director
Non-Executive Director
13
OUR
3 Classes of Redeemable Preference Shares (RPS)
OFFERINGS Class Tenure Dividend
MAAX A9 9 years 10.30% per annum
MAAX A6 6 years 8.70% per annum
MAAX A3 3 years 7.30% per annum
14
Maax Fidelity Berhad (“Company”)
Offeror
PRINCIPAL
Redeemable Preference Shares (“RPS”)
Price Per Share RM1.00 (Ringgit Malaysia One Only)
TERMS OF Minimum Subscription RM100,000.00 (Ringgit Malaysia One Hundred Thousand Only)
INVESTMENT Dividend Payment Annual
*Prorated Dividend accruing on the basis of a 365-day year
payable every 31st December until maturity
Guaranteed
Principal to be fully returned to the subscriber upon maturity.
Return on Investment Guaranteed
by the Parent Company, MAA Group Berhad.
Non-convertible
Convertibility
and shall not be convertible into fully-paid ordinary shares
in the company
Transferability Non-transferable
except with the prior written consent of the company.
15
Early Redemption Fee
PRINCIPAL 1. Administration and Management Fee
TERMS OF
0% for the first 4 years
1% for 5th year onwards (accumulated yearly for the remaining
numbers of years)
INVESTMENT Year Fee
≤ 4 years 0%
5 1%
6 2%
Subsequent years Additional 1% per year
2. Early Redemption Fee
2.5% x remaining numbers of years
Remaining Years Fee
1 2.5%
2 5.0%
3 7.5%
Subsequent years Additional 2.5% per year
16
INVESTMENT
FLOWS
Investors
• A Factoring House which was incorporated on 21 August 2013
• A Certified Shariah Compliant Factoring House
• Offer factoring facility to the SMEs in all sectors
• Paymasters include and are not limited to Governmental entities, GLCs, MNCs and
recognizable large to medium size cooperations
• Safe and secure as we provide factoring with recourse i.e. low risk
• Portfolio comprises mainly of Malaysian Government e-Perolehan contracts
• Payment from Invoice Paymaster is paid directly to an account controlled by Maax
Factor
17
HOW
FACTORING
WORKS?
18
WHY INVEST IN
RPS
BY MAAX Stable income stream
The declared dividend is fixed at
Guaranteed Return of Capital
A Letter of Comfort will be
the offered rate per the class
FIDELITY?
provided by MAA Group Berhad
invested to strengthen the investor’s
confidence.
Diversification Reputable Holding Company
The funds provide access to an It is a fully owned subsidiary of
asset class that carries a MAAG, an investment holding
differentiated source of return company listed on the Main Board
presenting an opportunity for of Bursa Malaysia
investors to diversify their
individual portfolio.
19
WHY INVEST IN
RPS
BY MAAX
FIDELITY? Diverse Business Ventures
The Company aims to achieve its
Ideal for all sophisticated investors
The investment is structured to maximise
return's objective by investing in a returns and capital preservation, suitable
diverse portfolio of businesses for all sophisticated investors regardless of
their risk profiling
20
STATEMENT OF
WE ARE A COMPANY WHERE OUR SHARES ARE NOT SEEKING LISTING ON THE STOCK
EXCHANGE. OUR OFFERING MAY CARRY HIGHER INVESTMENT RISK WHEN COMPARED
WITH COMPANIES LISTED ON THE STOCK EXCHANGE. THE SHARES OF A COMPANY
DISCLAIMER WHERE ITS SHARES ARE NOT SEEKING LISTING ON THE STOCK EXCHANGE ARE LESS
LIQUID AS THE SHARES ARE NOT PUBLICLY TRADED ON THE STOCK EXCHANGE. YOU
SHOULD BE AWARE OF THE RISKS OF INVESTING IN OUR COMPANY AND SHOULD
MAKE THE DECISION TO INVEST ONLY AFTER CAREFUL CONSIDERATION.
WE MAKE NO REPRESENTATION AS TO THE ACCURACY OR COMPLETENESS OF THIS
DOCUMENT AND EXPRESSLY DISCLAIM ANY LIABILITY WHATSOEVER FOR ANY LOSS
HOWEVER ARISING FROM OR IN RELIANCE UPON THE WHOLE OR ANY PART OF THE
CONTENTS OF THIS DOCUMENT. THE SPECIFICALLY IDENTIFIED SOPHISTICATED
INVESTORS ARE EXPECTED TO MAKE THEIR OWN ASSESSMENT ON OUR GROUP OR
SEEK APPROPRIATE ADVICE BEFORE MAKING THEIR INVESTMENT DECISIONS.
THIS ISSUE, OFFER OR INVITATION FOR THE OFFERING IS A PROPOSAL NOT REQUIRING
AUTHORISATION OF THE SECURITIES COMMISSION MALAYSIA UNDER SECTION 212(8)
OF THE CAPITAL MARKETS AND SERVICES ACT 2007.
21
STATEMENT OF THIS DOCUMENT IS PRESENTED SOLELY FOR SOPHISTICATED INVESTORS SPECIFICALLY
IDENTIFIED BY THE COMPANY WITHIN THE DEFINITION AS PROVIDED FOR BY THE
DISCLAIMER GUIDELINES ON OFFER OF SHARES BY UNLISTED PUBLIC COMPANIES TO SOPHISTICATED
INVESTORS ISSUED ON 5 JULY 2021 (REVISED ON 22 NOVEMBER 2021) BY THE SECURITIES
(Cont.)
COMMISSION MALAYSIA AND SHALL NOT BE DISTRIBUTED FOR ANY THIRD-PARTY
USAGE. THIS DOCUMENT AND THE CONTENTS THEREIN SHALL NOT IN ANY FORM OR
SUBSTANCE BE CONSIDERED AS AN INFORMATION MEMORANDUM NOR WILL IT BE
REGISTERED WITH OR SUBMITTED TO THE SECURITIES COMMISSION MALAYSIA.
THE CONTENTS STIPULATED IN THIS DOCUMENT SHALL REMAIN SUBJECT TO THE ENTRY
OF A NON-BINDING TERM SHEET AND A BINDING DEFINITIVE AGREEMENT BETWEEN THE
PARTIES.
22
THANK YOU
A fully owned subsidiary
of MAA Group Berhad
Investor’s Deck
23 V1-0623
