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Colour Life Services Group Co., Limited M&A Activity 2021

Jul 26, 2021

50162_rns_2021-07-26_e61b03d3-ef48-414f-809c-b3375cc5c613.pdf

M&A Activity

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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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Fantasia Holdings Group Co., Limited 花樣年控股集團有限公司 (Incorporated in the Cayman Islands with limited liability) (Stock Code: 1777)

COLOUR LIFE SERVICES GROUP CO., LIMITED 彩生活服務集團有限公司 (Incorporated in the Cayman Islands with limited liability) (Stock Code: 1778)

VOLUNTARY ANNOUNCEMENT POSSIBLE SPIN-OFF

This joint announcement is made by Fantasia Holdings Group Co., Limited (“ Fantasia ”) and Colour Life Services Group Co., Limited (“ Colour Life ”) on a voluntary basis.

Fantasia is considering to seek a separate listing of its business of property management of Commercial and Integrated Mixed-use Properties (as defined below) and commercial operational services on the Main Board of the Stock Exchange (the “ Fantasia Spin-off ”).

Colour Life is considering to seek a separate listing of its business of property management of Commercial and Integrated Mixed-use Properties (as defined below) on the Main Board of the Stock Exchange (the “ Colour Life Spin-off ”).

It is proposed that the Fantasia Spin-off and the Colour Life Spin-off (together the “ Proposed Spin-off ”) will result in the separate listing of one single group (the “ Spin-off Group ”) held by an entity to be incorporated in the Cayman Islands. It is contemplated that upon completion of the Proposed Spin-off, the Spin-off Group will be involved in the provision of (i) property management services for (I) commercial properties (II) integrated mixed-use properties; (III) public facilities; and (IV) industrial properties (collectively, the “ Commercial and Integrated Mixed-use Properties ”); and (ii) commercial operational services (the “ Spin-off Business ”).

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The Proposed Spin-off will constitute a spin-off for each of Fantasia and Colour Life subject to compliance with Practice Note 15 to the Rules Governing the Listing of Securities on the Stock Exchange (the “ Listing Rules ”) and will also be a deemed disposal of an interest in the Spin-off Business by each of Fantasia and Colour Life under Rule 14.29 of the Listing Rules. Fantasia and Colour Life have applied to the Stock Exchange in respect of the Proposed Spinoff and the Stock Exchange has confirmed that Fantasia and Colour Life may proceed with the listing application for the Proposed Spin-off.

As at the date of this announcement, the exact timetable and details of the Proposed Spin-off have yet to be finalised. Each of Fantasia and Colour Life will make further announcement(s) in connection with the Proposed Spin-Off as and when appropriate or required in accordance with the requirements of the Listing Rules.

Shareholders of Fantasia and Colour Life and potential investors should note that the Proposed Spin-off is subject to approvals from, among others, the relevant regulatory authorities, market and other conditions. There is no assurance that the Proposed Spin-off will proceed or as to when it may take place. Shareholders of Fantasia and Colour Life and potential investors are reminded to exercise caution when dealing in the securities of Fantasia and Colour Life.

By order of the board of By order of the board of FANTASIA HOLDINGS GROUP CO., LIMITED Colour Life Services Group Co., Limited 花樣年控股集團有限公司 彩生活服務集團有限公司 Pan Jun Pan Jun Chairman Chairman

Hong Kong, 26 July 2021

As at the date of this announcement, the executive directors of Fantasia are Mr. Pan Jun, Ms. Zeng Jie, Baby, Mr. Ke Kasheng, Mr. Zhang Huiming and Mr. Chen Xinyu, the non-executive director of Fantasia is Mr. Liao Qian, and the independent non-executive directors of Fantasia are Mr. Ho Man, Ms. Wong Pui Sze, Priscilla, JP and Mr. Guo Shaomu.

As at the date of this announcement, the board of directors of Colour Life comprises Mr. Pan Jun, Mr. Chen Xinyu and Mr. Zhu Guogang as executive directors; Mr. Wu Qingbin, Mr. Zheng Hongyan and Ms. Sun Dongni as non-executive directors; and Mr. Tam Chun Hung, Anthony, Mr. Xu Xinmin and Mr. Zhu Wuxiang as independent non-executive directors.

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