The forward-looking statements contained in the above communications are subject to a number of factors,
risks and uncertainties, some of which are not currently known to Grab or AGC.You should carefully consider the foregoing factors and the other risks and uncertainties described in the Risk Factors section of GHLs registration
statement on Form F-4, the proxy statement/ prospectus therein, AGCs Quarterly Report on Form 10-Q and other documents filed by GHL or AGC from
time to time with the U.S. Securities and Exchange Commission (the SEC).
These filings identify and address other important risks and
uncertainties that could cause actual events and results to differ materially from those contained in the forward-looking statements. In addition, there may be additional risks that neither AGC nor Grab presently know, or that AGC or Grab currently
believe are immaterial, that could also cause actual results to differ from those contained in the forward-looking statements. Forward-looking statements reflect AGCs and Grabs expectations, plans, projections or forecasts of future
events and view. If any of the risks materialize or AGCs or Grabs assumptions prove incorrect, actual results could differ materially from the results implied by these forward-looking statements.
Forward-looking statements speak only as of the date they are made. AGC and Grab anticipate that subsequent events and developments may cause their
assessments to change. However, while GHL, AGC and Grab may elect to update these forward-looking statements at some point in the future, GHL, AGC and Grab specifically disclaim any obligation to do so, except as required by law. The inclusion of
any statement in the above communications does not constitute an admission by Grab nor AGC or any other person that the events or circumstances described in such statement are material. These forward-looking statements should not be relied upon as
representing AGCs or Grabs assessments as of any date subsequent to the date of the above communications. Accordingly, undue reliance should not be placed upon the forward-looking statements. In addition, the analyses of Grab and AGC
contained herein are not, and do not purport to be, appraisals of the securities, assets or business of Grab, AGC or any other entity.
Non-IFRS Financial Measures
The above communications may also include references to non-IFRS financial measures. Such non-IFRS measures should be considered only as supplemental to, and not as superior to, financial measures prepared in accordance with IFRS,
and such non-IFRS measures may be different from non-IFRS financial measures used by other companies.
Important Information About the Proposed Transactions and Where to Find It
The above communications relate to a proposed transaction between Grab and AGC. They do not constitute an offer to sell or exchange, or the solicitation of an
offer to sell, subscribe for, buy or exchange any securities or a solicitation of any vote in any jurisdiction pursuant to the proposed transactions or otherwise, nor shall there be any sale of securities in any jurisdiction in which such offer,
solicitation, sale or exchange would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. The proposed transactions will be submitted to shareholders of AGC for their consideration.
In connection with the business combination, GHL has filed a registration statement on Form F-4 (the
Registration Statement) with the SEC that includes a preliminary proxy statement of AGC to be distributed to AGCs shareholders in connection with AGCs solicitation for proxies for the vote by AGCs shareholders in
connection with the proposed transactions and other matters as described in the Registration Statement, as well as the preliminary prospectus of GHL relating to the offer of the securities to be issued in connection with the completion of the
proposed business combination. AGC and GHL also will file other documents regarding the proposed transaction with the SEC.
After the Registration
Statement is declared effective, AGC will mail a definitive proxy statement and other relevant documents to its shareholders as of the record date established for voting on the proposed transactions. This communication is not a substitute for the
Registration Statement, the definitive proxy statement/prospectus or any other document that AGC will send to its shareholders in connection with the business combination. AGCs