views, assumptions, expectations, and opinions of AGC and Grab, which are all subject to change due to various factors including, without limitation, changes in general economic conditions as a
result of COVID-19. Any such estimates, assumptions, expectations, forecasts, views or opinions, whether or not identified in this document, should be regarded as indicative, preliminary and for illustrative
purposes only and should not be relied upon as being necessarily indicative of future results.
The forward-looking statements contained in this document
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 this document 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 this document. 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.
Important Information About the Proposed
Transactions and Where to Find It
This document relates to a proposed transaction between Grab and AGC. This document does not constitute an offer to
sell or exchange, or the solicitation of an offer to sell, subscribe for, buy or exchange any securities or 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.
In connection with the business combination, GHL has filed the Registration Statement with the SEC, which was declared effective by the SEC on
November 19, 2021, that includes a definitive 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. AGC and GHL also will file other documents regarding the proposed transaction with the SEC.
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 shareholders and other interested persons are advised to read the definitive proxy statement in connection with AGCs solicitation of proxies for its extraordinary
general meeting of shareholders to be held to approve, among other things, the proposed transactions, because these documents will contain important information about AGC, GHL, Grab and the proposed transactions. Shareholders and investors may
also obtain a copy of the definitive proxy statement, as well as other documents filed with the SEC regarding the proposed transactions and other documents filed with the SEC by AGC, without charge, at the SECs website located at www.sec.gov
or by directing a written request to AGCs proxy solicitor, Okapi Partners LLC, by emailing info@okapipartners.com or mailing Okapi Partners LLC, 1212 Avenue of the Americas, 24th Floor, New
York, NY 10036. The information contained on, or that may be accessed through, the websites referenced in this document is not incorporated by reference into, and is not a part of, this document.