Graphjet Technology Sdn. Bhd. entered into an LOI to acquire Energem Corp. (NasdaqGM : ENCP) from Energem LLC, Lim Hooi Beng, Aw Jeen Rong and Lee Ping Wei in a reverse merger transaction on June 3, 2022. Graphjet Technology Sdn. Bhd. signed definitive share purchase agreement to acquire Energem Corp. (NasdaqGM : ENCP) from Energem LLC, Lim Hooi Beng, Aw Jeen Rong and Lee Ping Wei in a reverse merger transaction for $1.38 billion on August 1, 2022. Assuming no redemptions by Energem's existing public shareholders, aggregate consideration to Graphjet equity holders will be approximately $1.49 billion, consisting of up to $117 million of cash consideration funded by Energem's cash in trust from its initial public offering and all issued and outstanding Graphjet Shares, shall be that number of Energem Class A ordinary shares equal to $1.38 billion minus (ii) the amount, if any, by which $30,000 exceeds the Net Working Capital Amount, minus (iii) the Closing Net Indebtedness amount, minus (iv) the amount of any Transaction Expenses, divided by $10.00 (in the aggregate, the “ Consideration Shares ”). At the closing of the business combination, approximately 8.5% of the outstanding shares of the combined company is expected to be held by public investors, with existing Graphjet shareholders owning approximately 89%. Energem to be renamed Graphjet Technology and is expected to be listed on the Nasdaq Global Market under the ticker symbol “GTI.” Upon the closing of the transaction, the board of directors of Energem (the “ Post-Closing Board ”) will consist of seven individuals, three (3) persons designated by Energem prior to the Closing and four (4) persons designated by Graphjet and will continue to be led by its CEO, Mr. Lee Ping Wei, an experienced senior corporate executive through multi-billion listing in Malaysia. The transaction is subject to approval of the shareholders of Energem Corp., expiration of any applicable waiting periods under any antitrust laws, requisite consents from other third parties to consummate the Transaction, Energem shall have net tangible assets of at least $5,000,001, the effectiveness of the Registration Statement, Energem and Graphjet shall have both received confirmation from Nasdaq that Energem's Class A ordinary shares and warrants shall be eligible for continued listing on the Nasdaq Global Market and other customary closing conditions. The Boards of Directors of Energem Corp. approved the deal unanimously and Graphjet Boards of Directors also have approved the transaction. The transaction is expected to close during the second half of 2022. As of September 27, 2022, the transaction is expected to be completed in early 2023.

ARC Group Limited is acting as sole financial advisor to Energem Corp. Debbie A. Klis, Zhun Lu, Robert Cocchia, Craig Tanner, Steven P. Eichel, Katie Hyman and Debra B. Vernon of Rimon P.C. are acting as legal counsels to Energem Corp. Andrew M. Tucker, Mike Bryan, Wells Hall, Matt Zischke and Angela Hart-Edwards of Nelson Mullins Riley & Scarborough LLP is acting as legal counsel to Graphjet Technology. Baker Tilly MH Advisory Sdn. Bhd. acted as fairness opinion to Energem. Baker Tilly will receive a one-time fee of $53,514.1 for its services. Continental Stock Transfer & Trust Company acted as transfer agent to Energem. Laurel Hill Advisory Group, LLC acted as proxy solicitor to Energem and Energem will pay $20,000 plus disbursements for such services. Arc Group is entitled to a one-time payment of $225,000. Messrs. Ong, Ric & Partners and Ogier (Cayman) LLP acted as legal advisors to Energem. Nelson Mullins Riley & Scarborough LLP and Messrs. Darryl, Edward & Co acted as legal advisors to Graphjet.