DIT Group Limited — Capital/Financing Update 2015

May 27, 2015

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.

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

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(Incorporated in Bermuda with limited liability)

(Stock Code: 726)

COMPLETION OF THE SHARE SUBSCRIPTION AND CB SUBSCRIPTION

Reference is made to the circular of South East Group Limited (the “ Company ”) dated 30 April 2015 in relation to, among other things, the Share Subscription, the CB Subscription, the Whitewash Waiver and the Note Subscription (the “ Circular ”). Unless otherwise defined herein, capitalised terms used herein shall have the same meanings as those defined in the Circular.

The Board is pleased to announce that all conditions precedent in respect of the Share Subscription Agreement and the CB Subscription Agreement as set out under the sections headed “Conditions for the Share Subscription” and the “Conditions for the CB Subscription” in the Circular have been fulfilled, and completion of the Share Subscription and CB Subscription took place on 27 May 2015. Pursuant to the Share Subscription Agreement, 6,500,000,000 new Shares have been allotted and issued to Jiayao Global Investments Limited (“ Jiayao ”), as nominee of the Share Subscriber and a wholly-owned subsidiary of the Share Subscriber. Pursuant to the CB Subscription Agreement, the Convertible Bonds with an aggregate principal amount of HK$200,000,000 have been issued to Honghu Capital Company Limited, as the CB Subscriber. Accordingly, immediately after completion of the Share Subscription and CB Subscription with none of the Convertible Bonds being converted, there are 10,209,602,920 Shares in issue.

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The following table sets out the effects on the shareholding structure of the Company immediately before and after completion of the Share Subscription and the CB Subscription:

Shareholders:Taiping Quantum Strategic Fund_Note 1_Taiping QuantumProsperity Fund_Note 1_Taiping Quantum ChinaOpportunities Fund_Note 1_Quantum Advantage Fund_Note 1_Jiang Hongqingand his associate_Note 2_The Share Subscriber, Jiayaoand their concert partiesThe CB Subscriber_Note 3_Existing public ShareholdersTotal	As at the date of thisannouncement andimmediately before thecompletion of theShare Subscriptionand CB SubscriptionSharesApprox. %340,000,0009.17400,420,00010.797,420,0000.2081,000,0002.1815,000,0000.41––––2,865,762,92077.253,709,602,920100.00	Immediatelyafter the completionof the ShareSubscription andCB Subscription,assuming noneof the ConvertibleBonds is convertedSharesApprox. %340,000,0003.33400,420,0003.927,420,0000.0781,000,0000.7915,000,0000.156,500,000,00063.67––2,865,762,92028.0710,209,602,920100.00	Immediatelyafter the completionof the ShareSubscription andCB Subscription,assuming theConvertible Bondsare fully convertedSharesApprox. %340,000,0003.03400,420,0003.577,420,0000.0781,000,0000.7215,000,0000.136,500,000,00057.991,000,000,0008.922,865,762,92025.57	Immediatelyafter the completionof the ShareSubscription andCB Subscription,assuming theConvertible Bondsare fully convertedSharesApprox. %340,000,0003.03400,420,0003.577,420,0000.0781,000,0000.7215,000,0000.136,500,000,00057.991,000,000,0008.922,865,762,92025.57
	3,709,602,920	10,209,602,920	11,209,602,920	100.00

Note 1: Each of Taiping Quantum Strategic Fund, Taiping Quantum Prosperity Fund, Taiping Quantum China Opportunities Fund and Quantum Advantage Fund is managed by Quantum China Asset Management Limited. Mr. Yeung, an executive Director, is the managing partner and chief executive officer of Quantum China Asset Management Limited.

• Note 2: Mr. Jiang Hongqing is an independent non-executive Director who, together with his spouse, held 15,000,000 Shares as at the date of this announcement.

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• Note 3: Assuming that the CB Subscriber does not purchase any Share from the date of this announcement up to the issue of the Conversion Shares and assuming that the Share Subscriber and its concert parties do not acquire any Share after completion of the Share Subscription and up to the issue of the Conversion Shares.

By Order of the Board South East Group Limited Mr. Yeung Chun Wai, Anthony Chairman and Executive Director

Hong Kong, 27 May 2015

As at the date of this announcement, the Board comprises six Directors, namely Mr. Yeung Chun Wai, Anthony (Chairman), Mr. Chen Domingo (Deputy Chairman) and Mr. Chan Chi Yuen as executive Directors; Mr. Lee Chi Ming, Mr. Chan Chi Hung, Anthony and Mr. Jiang Hongqing as independent non-executive Directors.

The directors of the Company jointly and severally accept full responsibility for the accuracy of the information contained in this announcement and confirm having made all reasonable inquiries, that to the best of their knowledge, opinions expressed in this announcement have been arrived at after due and careful consideration and there are no other facts not contained in this announcement the omission of which would make any statement in this announcement misleading.

• For identification purpose only

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