Differ Group Auto Limited — Capital/Financing Update 2023

Sep 28, 2023

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This announcement appears for information only and does not constitute an invitation or offer to acquire, purchase or subscribe for any securities of the Company.

DIFFER GROUP AUTO LIMITED 鼎豐集團汽車有限公司

(incorporated in the Cayman Islands with limited liability)

(Stock Code: 6878)

TERMINATION OF PLACING AGREEMENT REGARDING PLACING OF NEW SHARES UNDER GENERAL MANDATE

Reference is made to the announcement of Differ Group Auto Limited (the “ Company ”) dated 15 September 2023 (the “ Announcement ”) in relation to the Placing. Unless otherwise defined herein, capitalised terms used in this announcement shall have the same meanings as those defined in the Announcement.

TERMINATION OF THE PLACING AGREEMENT

The Board announces that in light of the recent market performance of the Company, the Placing Agent and the Company entered into a deed of termination and mutually agreed to terminate the Placing Agreement on 28 September 2023 (after trading hours). As a result, all rights and obligations of the parties under the Placing Agreement have ceased to have effect from 28 September 2023.

The Board considers that the termination of the Placing Agreement the Placing contemplated thereunder has no material adverse impact on the financial position and operations of the Group. The Company may consider engaging in further fund raising activities taking into account the development of the Group. The Company will keep the market informed by way of announcement(s) in compliance with the requirements of the Listing Rules as and when appropriate.

On behalf of the Board Differ Group Auto Limited NG Chi Chung Chairman and Executive Director

Hong Kong, 28 September 2023

As at the date of this announcement, the executive Directors are Mr. NG Chi Chung, Dr. FENG Xiaogang and Mr. TONG Lu; the non-executive Directors are Mr. KANG Fuming and Mr. XU Yiwei; and the independent non-executive Directors are Mr. CHAN Sing Nun, Mr. LAM Kit Lam and Ms. CHUANG Yin Lam.