Apollo Future Mobility Group Limited — Share Issue/Capital Change 2020

Dec 3, 2020

==> picture [103 x 57] intentionally omitted <==

Monthly Return of Equity Issuer on Movements in Securities

For the month ended (dd/mm/yyyy) : 30/11/2020

To : Hong Kong Exchanges and Clearing Limited

Name of Issuer Apollo Future Mobility Group Limited (incorporated in the Cayman Islands with limited liability) Date Submitted 3 December 2020

• I. Movements in Authorised Share Capital

1. Ordinary Shares

1. Ordinary Shares	1. Ordinary Shares	1. Ordinary Shares	1. Ordinary Shares
(1) Stock code : 00860 Description : No. of ordinary shares Balance at close of preceding month10,000,000,000 Increase/(decrease) Nil Balance at close of the month 10,000,000,000			ORDINARY SHARE Par value (HK$) Authorised share capital (HK$) 0.10 1,000,000,000.00 Nil 0.10 1,000,000,000.00
			Par value (HK$) 0.10 0.10
(2) Stock code : N/A Description : No. of ordinary shares Balance at close of preceding month Increase/(decrease) Balance at close of the month			N/A Par value (State currency) Authorised share capital (State currency)
			Par value (State currency)

2. Preference Shares

2. Preference Shares	2. Preference Shares	2. Preference Shares	2. Preference Shares	2. Preference Shares
Stock code : N/A Description : No. of preference shares Balance at close of preceding month Increase/(decrease) Balance at close of the month			N/A Par value (State currency) Authorised share capital (State currency)
			Par value (State currency)
3. Other Classes of Shares
Stock code : N/A Description : No. of other classes of shares Balance at close of preceding month Increase/(decrease) Balance at close of the month			N/A Par value (State currency) Authorised share capital (State currency)
			Par value (State currency)

Total authorised share capital at the end of the month (HK$) : 1,000,000,000.00

II. Movements in Issued Share Capital

Balance at close of preceding month Increase/ (decrease) during the month Balance at close of the month	No. of ordinary shares No of preference shares No. of other classes of shares (1) (2)	No. of ordinary shares No of preference shares No. of other classes of shares (1) (2)	No. of ordinary shares No of preference shares No. of other classes of shares (1) (2)	No. of ordinary shares No of preference shares No. of other classes of shares (1) (2)
	7,170,198,562	N/A N/A N/A	N/A N/A N/A	N/A N/A N/A
	Nil
	7,170,198,562

III. Details of Movements in Issued Share Capital

Share Options (under Share Option Schemes of the Issuer)	Share Options (under Share Option Schemes of the Issuer)	Share Options (under Share Option Schemes of the Issuer)	Share Options (under Share Option Schemes of the Issuer)	Share Options (under Share Option Schemes of the Issuer)	Share Options (under Share Option Schemes of the Issuer)
Particulars of share option scheme including EGM approval date (dd/mm/yyyy) and class of shares issuable			Movement during the month				No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month
			Granted	Exercised	Cancelled	Lapsed
	1. AGM approval date: 01/03/2013		Nil	Nil	Nil	Nil	Nil Nil Nil Nil	9,991,365
	Exercise Price: HK$0.65
	Ordinaryshares
	(Note 1) 2. AGM approval date: 01/03/2013		Nil	Nil	Nil	Nil		20,000,000
	Exercise Price: HK$0.85
	Ordinaryshares
	(Note 1) 3. AGM approval date: 01/03/2013		Nil	Nil	Nil	Nil		1,700,000
	Exercise Price: HK$1.776
	Ordinaryshares
	(Note 1) 4. EGM approval date: 20/04/2018		Nil	Nil	Nil	Nil		50,000,000
	Exercise Price: HK$1.782
	Ordinaryshares
	(Note 1)

Particulars of share option scheme including EGM approval date (dd/mm/yyyy) and class of shares issuable	Particulars of share option scheme including EGM approval date (dd/mm/yyyy) and class of shares issuable		Movement during the month	Movement during the month	Movement during the month	Movement during the month		No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month	No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month
			Granted	Exercised	Cancelled		Lapsed
5. AGM approval date: 01/03/2013 Exercise Price: HK$0.475 Ordinaryshares Nil Nil Nil Nil (Note 1) Total A. (Ordinary shares) (Preference shares) (Preference shares) Total funds raised during the month from exercise of options (HK$) Nil	5. AGM approval date: 01/03/2013		Nil	Nil	Nil		Nil	Nil Nil N/A N/A	78,000,000
	Exercise Price: HK$0.475
	Ordinaryshares

Warrants to Issue Shares of the Issuer which are to be Listed

Description of warrants (Date of expiry-dd/mm/yyyy)	Description of warrants (Date of expiry-dd/mm/yyyy)	Description of warrants (Date of expiry-dd/mm/yyyy)	Currency of nominal value Nominal value at close of preceding month	Currency of nominal value Nominal value at close of preceding month	Exercised during the month Nominal value at close of the month	Exercised during the month Nominal value at close of the month	Exercised during the month Nominal value at close of the month	No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month	No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month
	1.		N/A	N/A	N/A	N/A		N/A	N/A
	( / / ) Stock code (if listed) Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy)
			( / /	)
	2.							N/A N/A N/A
	( / / ) Stock code (if listed) Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy)
			( / /	)

Convertibles (i.e. Convertible into Shares of the Issuer which are to be Listed)

Class and description	Class and description		Currency of amount outstanding	Amount at close of preceding month	Converted during the month	Amount at close of the month	Amount at close of the month	No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month	No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month
	1.		N/A	N/A	N/A	N/A		N/A N/A N/A N/A	N/A
	Stock code (if listed) Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy)) 2.
	Stock code (if listed) Class of shares issuable_(Note 1)_ Subscription price EGM approval date (if applicable) (dd/mm/yyyy)

Any other Agreements or Arrangements to Issue Shares of the Issuer which are to be Listed, including Options (other than under Share Option Schemes)

Options (other than under Share Option Schemes)	Options (other than under Share Option Schemes)
Full particulars including EGM approval date (dd/mm/yyyy), if applicable, and class of shares issuable:		No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month
1. 2. 3.	Pursuant to the Agreement dated 16 May 2019 and	Nil Nil N/A N/A N/A	1,655,232,000
	Supplemental Agreements dated 15 August 2019 and
	3 January 2020, the Company has conditionally agreed to
	Vendor has conditionally agreed to sell, the Sale Shares
	representing approximately 86.06% of the total issued share
	purchase, and the capital of the Target Company. Depending
	on the financial performance of the Target Group for the
	three years ending 31 December 2021, up to 1,655,232,000
	Consideration Shares may be issued and allotted to the
	Vendor.
	For details, please refer to the announcements dated 16 May
	2019, 15 August 2019 and 3 January 2020, and circular
	dated 18 February 2020.
	EGM Approval Date: (12/03/2020)
	Ordinary shares_(Note 1)_
	Pursuant to the Agreement dated 31 October 2019 and		Nil
	Supplemental Agreements dated 12 December 2019,
	13 March 2020, 11 June 2020 and 15 September 2020, the
	Company has conditionally agreed to purchase, and the
	Vendors have conditionally agreed to sell, the Sale Shares
	representing the entire issued share capital of the Target
	Company. The aggregate consideration for the Acquisition of
	up to approximately EUR36,000,000 comprises (a) the Initial
	Consideration Price in the amount of EUR15,000,000; and
	(b) to the extent certain profit targets are met, the Further
	Consideration Price in the amount of up to EUR4,200,000
	and the Consideration Shares of an aggregate value of up to
	approximately EUR16,800,000. The maximum aggregate
	number of Consideration Shares to be allotted and issued to
	the Vendors shall not exceed 281,080,000 Shares.
	For details, please refer to the announcements dated
	31 October 2019, 12 December 2019, 13 March 2020,
	11 June 2020 and 15 September 2020.
	EGM Approval Date: To Be Confirmed
	Ordinary shares_(Note 1)_
	N/A
	( / / )
	shares_(Note 1)_
	Total D.(Ordinaryshares)
	(Preference shares)
	(Other class)

Other Movements in Issued Share Capital

Type of Issue	No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month	No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month	No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month
1. Rights issue At price : State currency	Class of shares issuable_(Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) _ ( / / ) ( / / )	N/A	N/A
2. Open offer At price : State currency	Class of shares issuable_(Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) _ ( / / ) ( / / )	N/A	N/A
3. Placing At price : State currency	Class of shares issuable_(Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) _ ( / / ) ( / / )	N/A	N/A
4. Bonus issue	Class of shares issuable_(Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) _ ( / / ) ( / / )	N/A	N/A

Type of Issue	No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month	No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month	No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month
5. Scrip dividend At price : State currency	Class of shares issuable_(Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) _ ( / / ) ( / / )	N/A	N/A
6. Repurchase of shares	Class of shares repurchased_(Note 1) Cancellation date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) _ ( / / ) ( / / )	N/A	N/A
7. Redemption of shares	Class of shares redeemed_(Note 1) Redemption date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) _ ( / / ) ( / / )	N/A	N/A
8. Consideration issue At price : State currency	Class of shares issuable_(Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) _ ( / / ) ( / / )	N/A	N/A

Type of Issue	No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month	No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month	No. of new shares of issuer issued during the month pursuant thereto No. of new shares of issuer which may be issued pursuant thereto as at close of the month
9. Capital reorganisation	Class of shares issuable_(Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) _ ( / / ) ( / / )	N/A	N/A
10. Other: (Please specify)At price : State currency	Class of shares issuable_(Note 1) Issue and allotment date : (dd/mm/yyyy) EGM approval date: (dd/mm/yyyy) _ ( / / ) ( / / )	N/A	N/A
	Total E. (Ordinary shares) (Preference shares) (Other class)	N/A N/A N/A

Total increase / (decrease) in ordinary shares during the month (i.e. Total of A to E): (1) Nil (2) N/A Total increase / (decrease) in preference shares during the month (i.e. Total of A to E): N/A Total increase / (decrease) in other classes of shares during the month (i.e. Total of A to E): N/A (These figures should be the same as the relevant figures under II above (“Movements in Issued Share Capital”).)

IV. Confirmations

We hereby confirm to the best knowledge, information and belief that, in relation to each of the securities issued by the issuer during the month as set out in Part III which has not been previously disclosed in a return published under rule 13.25A, it has been duly authorized by the board of directors of the listed issuer and, insofar as applicable:

(Note 2)

(i) all money due to the listed issuer in respect of the issue of securities has been received by it;

(ii) all pre-conditions for listing imposed by the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited under “Qualifications of listing” have been fulfilled;

• (iii) all (if any) conditions contained in the formal letter granting listing of and permission to deal in the securities have been fulfilled;

• (iv) all the securities of each class are in all respects identical (Note 3) ;

• (v) all documents required by the Companies (Winding Up and Miscellaneous Provisions) Ordinance to be filed with the Registrar of Companies have been duly filed and that compliance has been made with other legal requirements;

• (vi) all the definitive documents of title have been delivered/are ready to be delivered/are being prepared and will be delivered in accordance with the terms of issue;

• (vii) completion has taken place of the purchase by the issuer of all property shown in the listing document to have been purchased or agreed to be purchased by it and the purchase consideration for all such property has been duly satisfied; and

• (viii) the trust deed/deed poll relating to the debenture, loan stock, notes or bonds has been completed and executed, and particulars thereof, if so required by law, have been filed with the Registrar of Companies.

Remarks (if any):

N/A

Submitted by: Tricor Tengis Limited

Title: Branch Share Registrar (Director, Secretary or other duly authorised officer)

Notes :

1. State the class of shares (e.g. ordinary, preference or other).

2. Items (i) to (viii) are suggested forms of confirmation which may be amended to meet individual cases. Where the issuer has already made the relevant confirmations in a return published under rule 13.25A in relation to the securities issued, no further confirmation is required to be made in this return.

3. “Identical” means in this context:

• • the securities are of the same nominal value with the same amount called up or paid up;

• they are entitled to dividend/interest at the same rate and for the same period, so that at the next ensuing distribution, the dividend/interest payable per unit will amount to exactly the same sum (gross and net); and

• they carry the same rights as to unrestricted transfer, attendance and voting at meetings and rank pari passu in all other respects.

4.

If there is insufficient space, please append the prescribed continuation sheet.