Proposed disposal of four parcels of land in Miami measuring an aggregate land area of approximately 673,691 square feet or 15.47 acres (collectively known as "Miami Herald Land") for a total cash consideration of United States Dollars 1.225 billion (equivalent to approximately RM5.482 billion) either by (1) Genting Florida LLC (an indirect wholly-owned subsidiary of Genting Malaysia Berhad) to Smart City Miami, LLC ("Purchaser") of 100% of the issued and outstanding membership interests in Resorts World Miami LLC ("RW Miami") which holds the Miami Herald Land or; (2) RW Miami of the Miami Herald Land to the Purchaser