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CMON Limited Major Shareholding Notification 2022

Apr 13, 2022

50172_rns_2022-04-13_77555983-6db9-436f-a165-81e5c0fd6d60.pdf

Major Shareholding Notification

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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited takes 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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CMON LIMITED

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1792)

INSIDE INFORMATION

DISPOSAL OF SHARES BY A CONTROLLING SHAREHOLDER

This announcement is made by CMON Limited (the ‘‘Company’’ and, together with its subsidiaries, the ‘‘Group’’) pursuant to Rule 13.09(2)(a) of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the ‘‘Stock Exchange’’) (the ‘‘Listing Rules’’) and the Inside Information Provisions under Part XIVA of the Securities and Futures Ordinance (Chapter 571 of the laws of Hong Kong) (the ‘‘SFO’’).

DISPOSAL OF SHARES BY A CONTROLLING SHAREHOLDER

The board of directors (the ‘‘Board’’) of the Company has been informed by Cangsome Limited (‘‘CA SPV’’), a controlling shareholder of the Company, that on 13 April 2022 (after trading hours), it had entered into an agreement with Mr. David Preti, whereby CA SPV agreed to transfer to Mr. David Preti and Mr. David Preti agreed to acquire, 174,049,615 shares of the Company (representing approximately 9.64% of the total issued share capital of the Company) (the ‘‘Disposal’’). The Disposal was completed simultaneously upon the entry by CA SPV and Mr. David Preti into the agreement and is subject to stamping. The Disposal was off-market at no consideration.

As at the date of this announcement, CA SPV is wholly-owned by Mr. Ng Chern Ann, the chairman, joint chief executive officer and executive director of the Company, and Mr. David Preti is the chief operating officer of the Company.

The Board does not expect the Disposal to have any significant impact on the business operations and the composition of the management of the Group.

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EFFECT ON SHAREHOLDING STRUCTURE OF THE COMPANY

Immediately following the Disposal, the number of shares of the Company held by CA SPV decreased from 609,173,654 shares (representing approximately 33.73% of the total issued share capital of the Company) to 435,124,039 shares (representing approximately 24.09% of the total issued share capital of the Company), and the number of shares of the Company in which Mr. David Preti was interested (including through his wholly owned company, Magumaki Limited) increased from 112,143,076 shares (representing approximately 6.23% of the total issued share capital of the Company) to 286,192,691 shares (representing approximately 15.85% of the total issued share capital of the Company).

Each of Mr. Ng Chern Ann, Mr. David Doust (an executive director of the Company) and Mr. David Preti are interested in 15,500,000 share options of the Company under the share option scheme adopted pursuant to the written resolutions of the shareholders of the Company passed on 17 November 2016.

Mr. Ng Chern Ann and Mr. David Doust, who respectively wholly own CA SPV and Dakkon Holdings Limited (‘‘DD SPV’’), had entered into a confirmatory letter dated 15 July 2015 pursuant to which they confirmed they shall continue to act in concert in exercising their voting rights over any company in the Group. Accordingly, Mr. Ng Chern Ann and Mr. David Doust are deemed to be interested in the shares of the Company held by CA SPV, DD SPV and each other by virtue of Part XV of the SFO, and, immediately after completion of the Disposal, are therefore each deemed to be interested in 727,198,463 shares (inclusive of share options) of the Company (representing approximately 40.27% of the total issued share capital of the Company) and remain as controlling shareholders of the Company under the Listing Rules.

Shareholders and potential investors of the Company should exercise caution when dealing in the securities of the Company.

By Order of the Board CMON Limited Ng Chern Ann

Chairman, Joint Chief Executive Officer and Executive Director

Singapore, 13 April 2022

As at the date of this announcement, the executive directors of the Company are Mr. Ng Chern Ann, Mr. David Doust and Mr. Koh Zheng Kai; the non-executive director of the Company is Mr. Frederick Chua Oon Kian; and the independent non-executive directors of the Company are Mr. Wong Yu Shan Eugene, Mr. Choy Man and Mr. Leung Yuk Hung Paul.

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