Apollo Future Mobility Group Limited — M&A Activity 2017

May 11, 2017

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

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O Luxe Holdings Limited 奧 立 仕 控 股 有 限 公 司 (Incorporated in the Cayman Islands with limited liability) (Stock code: 860)

COMPLETION OF MAJOR AND CONNECTED TRANSACTION IN RELATION TO THE ACQUISITION OF A 60% EQUITY INTEREST IN POWER BOOM INTERNATIONAL LIMITED INVOLVING ISSUE OF CONSIDERATION SHARES

The Board is pleased to announce that all the Conditions had been fulfilled or waived (as the case may be) and Completion took place on 11 May 2017. As a result of Completion, a total of 1,960,000,000 Consideration Shares were issued to the Vendor, and the Vendor and parties acting in concert with it (including Prestige Rich) became interested in a total of 2,633,622,316 Shares (representing approximately 59.70% of the issued share capital of the Company immediately after Completion).

Reference is made to (i) the announcements of O Luxe Holdings Limited (the ‘‘Company’’) dated 25 May 2016 and 27 July 2016; and (ii) the circular of the Company dated 11 July 2016 (the ‘‘Circular’’) in relation to, among other things, the proposed acquisition of a 60% equity interest in Power Boom International Limited involving issue of Consideration Shares and application for the Whitewash Waiver by the Vendor. Capitalised terms used herein shall have the same meanings as those defined in the Circular unless the context requires otherwise.

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COMPLETION OF THE ACQUISITION

The Board is pleased to announce that all the Conditions had been fulfilled or waived (as the case may be) and Completion took place on 11 May 2017, as a result of which a total of 1,960,000,000 Consideration Shares were issued to the Vendor. Following Completion, the Target has become a subsidiary of the Company and the financial results of the Target Group will be consolidated in the consolidated financial statements of the Group.

SHAREHOLDING STRUCTURE OF THE COMPANY

The following table illustrates the shareholding structures of the Company (i) immediately before Completion; and (ii) immediately after Completion:

Prestige Rich (Note 1) The Vendor (Note 1) Sub-total of the Vendor and parties acting in concert with it Alpha Key Investments Limited (Note 2) Dr. Li Yifei (Note 3) Other public Shareholders Total Notes:	(i) Immediately before Completion Number of Shares Approximate % 673,622,316 27.47 — — 673,622,316 27.47 300,000,000 12.24 5,712,000 0.23 979,334,316 39.94 1,472,436,789 60.06 2,451,771,105 100.00	(ii) Immediately after Completion Number of Shares Approximate % 673,622,316 15.27 1,960,000,000 44.43 2,633,622,316 59.70 300,000,000 6.80 5,712,000 0.12 2,939,334,316 66.62 1,472,436,789 33.38 4,411,771,105 100.00	(ii) Immediately after Completion Number of Shares Approximate % 673,622,316 15.27 1,960,000,000 44.43 2,633,622,316 59.70 300,000,000 6.80 5,712,000 0.12 2,939,334,316 66.62 1,472,436,789 33.38 4,411,771,105 100.00
			59.70 6.80 0.12
			66.62 33.38
			100.00

1. Prestige Rich and the Vendor are wholly owned by Mr. Zhang, who is also the sole director of the Vendor and Prestige Rich.

2. Alpha Key Investments Limited is a wholly-owned subsidiary of Hengdeli Holdings Limited, which is regarded as a public Shareholder after Completion.

3. Dr. Li Yifei is an independent non-executive Director.

By order of the Board O Luxe Holdings Limited Zhang Jinbing Chairman

Hong Kong, 11 May 2017

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As at the date of this announcement, the Board comprises four executive Directors, namely Mr. Zhang Jinbing (Chairman), Mr. Ho King Fung, Eric (Co-Chairman), Mr. Wong Chi Ming, Jeffry (Chief Executive Officer) and Mr. Yu Fei, Philip; one non-executive Director, namely Mr. Xiao Gang; and three independent non-executive Directors, namely Mr. Tam Ping Kuen, Daniel, Dr. Li Yifei and Dr. Zhu Zhengfu.

The Directors jointly and severally accept full responsibility for the accuracy of information contained in this announcement (other than that relating to the Vendor and parties acting in concert with it) and confirm, having made all reasonable enquiries, that to the best of their knowledge, opinions expressed in this announcement (other than those expressed by the Vendor and parties acting in concert with it) have been arrived at after due and careful consideration and there are no other facts not contained in this announcement, the omission of which would make any statement in this announcement misleading.

As at the date of this announcement, Mr. Zhang is the sole director of the Vendor.

The sole director of the Vendor accepts full responsibility for the accuracy of the information contained in this announcement (other than that relating to the Group), and confirms, having made all reasonable enquires, that to the best of his knowledge, opinions expressed in this announcement (other than those expressed by the Group) have been arrived at after due and careful consideration and there are no other facts not contained in this announcement, the omission of which would make any statement in this announcement misleading.

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