Crypto Flow Technology Limited — M&A Activity 2021

May 28, 2021

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this joint 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 joint announcement.

This joint announcement appears for information purpose only and does not constitute an invitation or offer to acquire, purchase or subscribe for securities of Loto Interactive Limited nor shall there be any sale, purchase or subscription for securities of Loto Interactive Limited in any jurisdiction in which such offer, solicitation or sale would be unlawful absent the filing of a registration statement or the availability of an applicable exemption from registration or other waiver. This joint announcement is not for release, publication or distribution in or into any jurisdiction where to do so would constitute a violation of the relevant laws of such jurisdiction.

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BIT Mining Limited

(Incorporated in the Cayman Islands with limited liability) (Formerly known as 500.com Limited)

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Loto Interactive Limited

(Incorporated in the Cayman Islands with limited liability) (Stock Exchange Stock Code: 8198)

(NYSE stock code: BTCM)

JOINT ANNOUNCEMENT

(1) DESPATCH OF THE COMPOSITE DOCUMENT IN RELATION TO UNCONDITIONAL MANDATORY CASH OFFERS BY BOCOM INTERNATIONAL SECURITIES LIMITED FOR AND ON BEHALF OF THE OFFEROR TO ACQUIRE ALL THE ISSUED SHARES OF, AND CANCEL ALL OUTSTANDING OPTIONS OF, LOTO INTERACTIVE LIMITED (OTHER THAN THOSE ALREADY OWNED BY OR AGREED TO BE ACQUIRED BY THE OFFEROR AND THE PARTIES ACTING IN CONCERT WITH IT)

(2) GOOD LUCK SUBSCRIPTION AND INCREASE IN VOTING RIGHTS IN THE OFFEROR

Financial adviser to the Offeror

Independent Financial Adviser to the Listing Rules Independent Board Committee and the Takeovers Code Independent Board Committee

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Reference is made to (i) the joint announcements dated 28 January 2021, 11 February 2021, 18 February 2021, 26 February 2021, 31 March 2021, 16 April 2021 and 14 May 2021; and (ii) the composite document dated 28 May 2021 (the “ Composite Document ”) issued by BIT Mining Limited (formerly known as 500.com Limited) (the “ Offeror ”) and Loto Interactive Limited (the “ Company ”) in relation to, among other things, the entering into of the Subscription Agreement and the Acquisition Agreement, the Increase in Authorised Share Capital and the Offers. Unless otherwise defined, capitalized terms used in this joint announcement shall have the same meanings as those defined in the Composite Document.

DESPATCH OF THE COMPOSITE DOCUMENT

The Composite Document, together with the accompanying Forms of Acceptance, containing, among other things, (i) the expected timetable; (ii) the letter from BOCOM Securities; (iii) the letter from the Board; (iv) the letter from the Takeovers Code Independent Board Committee setting out its recommendations to the Independent Shareholders and the Optionholders in respect of the Offers; and (v) the letter from the Independent Financial Adviser setting out its advice and recommendations to the Takeovers Code Independent Board Committee, the Independent Shareholders and the Optionholders in respect of the Offers and as to their acceptances, has been despatched to the Shareholders on 28 May 2021.

EXPECTED TIMETABLE

The expected timetable set out below is indicative only and is subject to change. Any changes to the timetable will be jointly announced by the Offeror and the Company by way of announcement(s) as soon as possible. Unless otherwise expressly stated, all references to dates and times contained in this joint announcement refer to Hong Kong dates and times.

Despatch date of the Composite Document and the accompanying Form(s) of Acceptance and commencement date of the Offers (Note 1) . . . . . . . . . . . . . . . . . Friday, 28 May 2021

Latest time and date for acceptances of the Offers (Note 2) . . . . . by 4:00 p.m. on Friday, 18 June 2021

Closing Date (Note 2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Friday, 18 June 2021

Announcement of the results of the Offers as at the Closing Date,

to be posted on the website of the Stock Exchange (Note 2) . . by 7:00 p.m. on Friday, 18 June 2021

Latest date for posting of remittances in respect of valid

acceptances received under the Offers (Notes 2 and 3) . . . . . . .Tuesday, 29 June 2021

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Notes:

1. The Offers, which are unconditional, are made on 28 May 2021, the date of posting of the Composite Document, and are capable of acceptance on and from that date until 4:00 p.m. on the Closing Date, unless the Offeror revises or extends the Offers in accordance with the Takeovers Code. Acceptances of the Offers shall be irrevocable and not capable of being withdrawn, except in the circumstances set out in the paragraph headed “7. Right of withdrawal” in Appendix I to the Composite Document.

2. In accordance with the Takeovers Code, the Offers must initially be open for acceptance for at least 21 days following the date on which the Composite Document is posted. The latest time and date for acceptances of the Offers is 4:00 p.m. on Friday, 18 June 2021 unless the Offeror revises or extends the Offers in accordance with the Takeovers Code. An announcement will be jointly issued by the Company and the Offeror on the website of the Stock Exchange by 7:00 p.m. on Friday, 18 June 2021, stating whether the Offers have been extended, revised or expired. In the event that the Offeror decides to extend the Offers and the announcement does not specify the next closing date, at least 14 days’ notice by way of an announcement will be given before the Offers are closed to those Independent Shareholders and Optionholders who have not accepted the Offers.

If there is a tropical cyclone warning signal number 8 or above or a “black” rainstorm warning signal in force or exists any “extreme conditions” caused by super typhoons in Hong Kong on the Closing Date or the date for posting of remittances and it has (i) not been cancelled in time for trading on the Stock Exchange to resume in the afternoon, the Closing Date will be postponed to 4:00 p.m. on the next Business Day and the date for posting of remittances will be postponed to the next Business Day which does not have either of those warnings in force in Hong Kong or such other day as the Executive may approve; or (ii) been cancelled in time for trading on the Stock Exchange to resume in the afternoon, the Closing Date or the date for posting of remittances will be on the same Business Day.

1. Remittances in respect of the cash consideration (after deducting the seller’s ad valorem stamp duty) payable for the Offer Shares and the Options tendered under the Offers will be despatched to the Independent Shareholders and the Optionholders accepting the Offers by ordinary post at their own risk as soon as possible, but in any event within seven (7) Business Days following the date of receipt by the Registrar of all relevant documents (receipt of which renders such acceptance complete and valid) in accordance with the Takeovers Code. Acceptances of the Offers shall be irrevocable and not capable of being withdrawn, except in the circumstances set out in the paragraph headed “7. Right of withdrawal” in Appendix I to the Composite Document.

GOOD LUCK SUBSCRIPTION AND INCREASE IN VOTING RIGHTS IN THE OFFEROR

As disclosed in the Composite Document, as at the Latest Practicable Date, the single largest beneficial owner of the Offeror was Mr. Law, which owned 59.0% of voting rights of the Offeror.

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As of the date of the Joint Announcement, the largest shareholder with the most voting rights in the Offeror was Tsinghua Unigroup International Co., Ltd. (“ Tsinghua Unigroup ”), which owned approximately 32.6% of voting rights of the Offeror. After the commencement of the Offer Period, pursuant to a share subscription agreement dated 21 December 2020 entered into between the Offeror and Good Luck Information Technology Co., Ltd. (“ Good Luck IT ”), a company wholly-owned by Mr. Law, an aggregate of 85,572,963 class A ordinary shares in the Offeror were issued to Good Luck IT at the aggregate consideration of approximately US$23 million (the “ Good Luck Subscription ”) on 23 February 2021. Upon the completion of the Good Luck Subscription, Mr. Law and his associates, including Delite Limited (“ Delite ”) and Good Luck IT, beneficially owned 102,506,817 ordinary shares of the Offeror and held in aggregate the second most voting rights in the Offeror, being approximately 19.9% voting rights of the then issued share capital of the Offeror. The shares held by Good Luck IT in the Offeror were then transferred to Good Luck Capital Limited (“ Good Luck ”), another company wholly-owned by Mr. Law, on 5 March 2021. The reason of the Good Luck Subscription is that the Offeror could raise funds to finance its business transformation from online lottery distribution to cryptocurrency mining business and utilize Mr. Law’s expertise and experience in the blockchain and cryptocurrency industry. For further details on the Good Luck Subscription, please refer to the Offeror’s regulatory filings made to the U.S. Securities and Exchange Commission on 21 December 2020 and 23 February 2021, available at https://www.sec.gov/Archives/ edgar/data/0001517496/000110465920137687/tm2039022d1_ex99-1.htm, and https:// www.sec.gov/Archives/edgar/data/0001517496/000110465921026469/tm217630d1_ ex99-1.htm, respectively.

The Offeror has recently completed several transactions to develop its cryptocurrency mining business, including (i) entering into multiple agreements with a number of companies to acquire cryptocurrency mining machines (the “ Mining Machines Purchase ”); (ii) entering into a share exchange agreement with Bitdeer Technologies Holding Company to acquire its entire mining pool business, including the domain name BTC.com and its cryptocurrency wallet (the “ BTC Acquisition ”); and (iii) entering into an acquisition agreement to acquire Bee Computing (HK) Limited, a 7-nanometer mining machine manufacturer. By diversifying the Offeror’s revenue streams, it has largely expanded its potential, business longevity, and ultimately the value proposition to its shareholders. These achievements would not have been possible without the assistance of the Offeror’s original founder, Mr. Law. After the completion of the aforementioned transactions, the Offeror’s shareholding structure was relatively dispersed. In light of this, the Offeror has been exploring possible ways to ensure the stability of the Offeror’s corporate governance and long-term development of its businesses. As a result, on 7 April 2021, 65,000 class A preference shares (the “ Preference Shares ”) were issued to Good Luck Capital Limited, a company wholly-owned by Mr. Law. Following the issuance of the Preference Shares, the aggregate voting rights of the Offeror held by Mr. Law increased to approximately 61.72% on 7 April 2021 and he became the shareholder with the most voting rights in the Offeror (the “ Increase in Voting Rights in the Offeror ”). Please refer to the U.S. Securities and Exchange Commission filing made by Mr. Law on 14 April 2021 for further details on the Increase in Voting Rights in the Offeror, which can be accessed at https://www.sec.gov/Archives/edgar/data/00015 17496/000094787121000422/ss222648_sc13d.htm. As at the Latest Practicable Date, the voting rights in the Offeror owned by Mr. Law was subsequently diluted from 61.72% to 59.0% as a result of issuance of new shares of the Offeror pursuant to the terms and conditions of the relevant agreements of certain Mining Machines Purchase and the BTC Acquisition.

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The Increase in Voting Rights in the Offeror may have potential implications in relation to chain principle under Note 8 to Rule 26.1 of the Takeovers Code. The Increase in Voting Rights in the Offeror and the Good Luck Subscription may constitute special deal under Rule 25 of the Takeovers Code. The Executive is looking into the above matter and its implication under the Takeovers Code and may take further action as appropriate.

WARNING: SHAREHOLDERS, OPTIONHOLDERS AND POTENTIAL INVESTORS OF THE COMPANY SHALL EXERCISE EXTREME CAUTION WHEN DEALING IN THE RELEVANT SECURITIES OF THE COMPANY. PERSONS WHO ARE IN DOUBT AS TO THE ACTION THEY SHOULD TAKE SHOULD CONSULT A LICENSED SECURITIES DEALER OR REGISTERED I N S T I T U T I O N I N S E C U R I T I E S , B A N K M A N A G E R , S O L I C I T O R , PROFESSIONAL ACCOUNTANT OR OTHER PROFESSIONAL ADVISERS.

By order of the board of directors BIT Mining Limited (Formerly known as 500.com Limited) Wu Shengwu Director

By order of the Board of Loto Interactive Limited Yan Hao Chief Executive Officer and Executive Director

Hong Kong, 28 May 2021

As at the date of this joint announcement, the Board of Directors comprises Ms. Zhang Jing (Chairman), Mr. Yan Hao[#] (Chief Executive Officer), Ms. Huang Lilan[#] Mr. Yuan Qiang, Dr. Lu Haitian[+] , Mr. Lin Sen[+] and Mr. Huang Jian[+] .

• Executive Director

• Non-executive Director

• • Independent non-executive Director

This joint announcement, for which the Directors collectively and individually accept full responsibility, includes particulars given in compliance with the GEM Listing Rules 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 joint announcement (other than the information relating to the Offeror and parties acting in concert with it and the future intentions of the Offeror regarding the Group) 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 joint announcement misleading.

The Directors jointly and severally accept full responsibility for the accuracy of the information contained in this joint announcement (other than information relating to the Offeror and parties acting in concert with it and the future intentions of the Offeror regarding the Group) and confirm, having made all reasonable inquiries, that to the best of their knowledge, opinions expressed in this joint announcement (other than those expressed by the Offeror and parties acting in concert with it) have been arrived at after due and careful consideration and there are no other facts not contained in this joint announcement, the omission of which would make any statement in this joint announcement misleading.

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As at the date of this joint announcement, the directors of the Offeror are Mr. Wu Shengwu, Mr. Yu Bo and Mr. Man San Vincent Law; the independent directors are Mr. Sun Qian, Dr. Deng Honghui, Mr. Wei Yu and Ms. Wong, Yan Ki. All directors of the Offeror jointly and severally accept full responsibility for the accuracy of the information contained in this joint announcement including the information on the Offeror’s future intentions regarding the Group (other than information relating to the Group) and confirm, having made all reasonable inquiries, that to the best of their knowledge, opinions expressed in this joint announcement (other than those expressed by the Group) have been arrived at after due and careful consideration and there are no other facts not contained in this joint announcement, the omission of which would make any statement in this joint announcement misleading.

This joint announcement will remain on the “Latest Company Announcements” page of the GEM website at www.hkgem.com for at least seven days from the date of its posting and on the website of the Company at www.lotoie.com.

In the case of inconsistency, the English text of this joint announcement shall prevail over the Chinese text.

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