China In-Tech Limited — M&A Activity 2017

Feb 13, 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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(Incorporated in the Cayman Islands with limited liability) (Stock code: 00464)

ANNOUNCEMENT PURSUANT TO RULE 3.7 OF THE TAKEOVERS CODE END OF OFFER PERIOD AND RESUMPTION OF TRADING

This announcement is made by Kenford Group Holdings Limited (the “ Company ”, together with its subsidiaries, the “ Group ”) pursuant to Rule 3.7 of the Takeovers Code.

Reference is made to the announcements of the Company dated 16 December 2016 and 16 January 2017 (the ‘‘ Announcements ’’), respectively, in respect of the Possible Transaction. Unless otherwise specified in this announcement, capitalised terms used herein shall have the same meanings as those defined in the Announcements.

END OF OFFER PERIOD

As disclosed in the Announcements, pursuant to the MOU, the Selling Shareholders and the Potential Purchaser have agreed to endeavour to agree on the terms of the Formal Agreement in respect of the Possible Transaction and procure the signing thereof within the Exclusivity Period. The Board has been informed by the Selling Shareholders that the Potential Purchaser has decided not to proceed with the Possible Transaction and no Formal Agreement has been entered into amongst the Selling Shareholders and the Potential Purchaser (or its associates) in respect of the Possible Transaction.

The Board considers that the facts disclosed in this announcement would not have any material adverse impact on the financial and operational position of the Group.

For the purpose of the Takeovers Code, given that the Potential Purchaser has decided not to proceed with the Possible Transaction any further, the offer period in respect of the Possible Transaction ends on the date of this announcement.

RESUMPTION OF TRADING

Trading in the Shares on the Stock Exchange was halted with effect from 9:00 a.m. on Monday, 13 February 2017 at the request of the Company pending the publication of this announcement. An application has been made to the Stock Exchange for the resumption of trading in the Shares on the Stock Exchange with effect from 9:00 a.m. on Tuesday, 14 February 2017.

By order of the Board KENFORD GROUP HOLDINGS LIMITED PANG KIT TENG Company Secretary

Hong Kong, 13 February 2017

As at the date of this announcement, the Board of the Company comprises two Executive Directors, namely Mr. Lam Wai Ming (Chairman), Mr. Tam Chi Sang (Managing Director) and three Independent Non-Executive Directors, namely Mr. Chiu Fan Wa, Mr. Choi Hon Keung and Mr. Li Chi Chung.

The Directors jointly and severally accept full responsibility for the accuracy of information contained in this announcement and confirm, having made all reasonable inquiries, that to the best of their knowledge, opinions expressed in this announcement 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.

Website: www.kenford.com.hk