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Crypto Flow Technology Limited Capital/Financing Update 2012

Dec 7, 2012

51323_rns_2012-12-07_9d0c3dc5-e140-47fb-b34f-542627705ba4.pdf

Capital/Financing Update

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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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MelcoLot Limited

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 8198)

CONVERSION OF THE OUTSTANDING 2012 CONVERTIBLE BONDS

This announcement is a voluntary disclosure made by the Company to provide its shareholders and potential investors with update information in relation to the development of the Company.

The Board announces that, on 7 December 2012, the holders of the outstanding 2012 Convertible Bonds exercised their rights to convert the outstanding 2012 Convertible Bonds in the aggregate principal amount of HK$151,105,702 into 215,865,287 Shares.

This announcement is a voluntary disclosure made by MelcoLot Limited (the “ Company ”, together with its subsidiaries, the “ Group ”) to provide its shareholders and potential investors with update information in relation to the development of the Company.

CONVERSION OF THE OUTSTANDING 2012 CONVERTIBLE BONDS

The board (the “ Board ”) of the directors (the “ Directors ”) of the Company announces that, on 7 December 2012, Melco LottVentures Holdings Limited (“ Melco LV ”), Intralot International Limited (“ Intralot ”) and Firich Enterprises Co., Ltd. (“ Firich ”), being the holders of the outstanding 0.1% convertible bonds of the Company due on 13 December 2012 (the “ 2012 Convertible Bonds ”), exercised their rights to convert the outstanding 2012 Convertible Bonds (the “ Conversion ”) in the principal amounts of HK$119,000,000, HK$14,428,451 and HK$17,677,251 (in aggregate HK$151,105,702) into 170,000,000 shares of the Company (the “ Shares ”), 20,612,072 Shares and 25,253,215 Shares (in aggregate 215,865,287 Shares) respectively.

Following completion of the Conversion and as at the date of this announcement, the outstanding principal amount of the 2012 Convertible Bonds is HK$280,505,732 and which is held by Melco LV. Upon exercise of the conversion rights attached to the outstanding 2012 Convertible Bonds in full, Melco LV is entitled to subscribe for 400,722,474 Shares at the prevailing conversion price of HK$0.70 per conversion Share.

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SHAREHOLDING STRUCTURE OF THE COMPANY

The shareholding structure of the Company immediately before and after completion of the Conversion is as follows:

Shareholders
Melco LV
Power Way Group Limited
Intralot
Directors of the Group and
their respective associates
Public
Firich
Other shareholders
Total
Immediately before
Immediately after
completion
completion
of the Conversion
of the Conversion
Approx. % of
Approx. % of
No. of Shares
issued Shares
No. of Shares
issued Shares
186,879,747
9.30%
356,879,747
16.03%
1,145,361,487
56.98%
1,145,361,487
51.45%
52,973,779
2.63%
73,585,851
3.31%
63,856,500
3.17%
63,856,500
2.87%
1,449,071,513
72.08%
1,639,683,585
73.66%
51,909,992
2.58%
77,163,207
3.47%
509,252,527
25.34%
509,252,527
22.87%
2,010,234,032
100.00%
2,226,099,319
100.00%
By Order of the Board
MelcoLot Limited
Ko Chun Fung, Henry
Executive Director and Chief Executive Officer

Hong Kong, 7 December 2012

As at the date of this announcement, the Board consists of one Executive Director, namely Mr. Ko Chun Fung, Henry, two Non-executive Directors, namely Mr. Chan Sek Keung, Ringo (Chairman) and Mr. Wang, John Peter Ben, and three Independent Nonexecutive Directors, namely Mr. Tsoi, David, Mr. Pang Hing Chung, Alfred and Mr. So Lie Mo, Raymond.

This announcement, for which the Directors collectively and individually accept full responsibility, includes particulars given in compliance with the Rules Governing the Listing of Securities on the Growth Enterprise Market (“ GEM ”) of The Stock Exchange of Hong Kong Limited for the purpose of giving information with regard to the Company. The Directors, having made all reasonable enquiries, confirm that to the best of their knowledge and belief the information contained in this announcement is accurate and complete in all material respects and not misleading or deceptive, and there are no other matters the omission of which would make any statement herein or this announcement misleading.

This announcement will remain on the “Latest Company Announcements” page of the GEM website at www.hkgem.com for a minimum period of 7 days from the date of its publication and on the Company’s website at www.melcolot.com.

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