FDB Holdings Limited — M&A Activity 2021

Jun 28, 2021

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 is for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for securities of Steering Holdings Limited, nor is it a solicitation of any vote or approval in any jurisdiction. This announcement is not for release, publication or distribution into any jurisdiction where to do so would constitute a violation of the relevant laws of such jurisdiction.

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Steering Holdings Limited 旭 通 控 股 有 限 公 司

(Incorporated in the Cayman Islands with limited liability)

(Stock code: 1826)

DESPATCH OF RESPONSE DOCUMENT RELATING TO THE MANDATORY UNCONDITIONAL CASH OFFER BY CHINA GALAXY INTERNATIONAL SECURITIES (HONG KONG) CO., LIMITED ON BEHALF OF THE OFFEROR TO ACQUIRE ALL THE ISSUED SHARES (OTHER THAN THOSE OWNED OR AGREED TO BE ACQUIRED BY THE OFFEROR AND THE PARTIES ACTING IN CONCERT WITH IT) OF STEERING HOLDINGS LIMITED

Independent Financial Adviser to the Independent Board Committee

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Reference is made to the offer document dated 3 June 2021 (the “ Offer Document ”) issued by Masterveyor Holdings Limited (the “ Offeror ”) in relation to, among other things, the mandatory unconditional cash offer by China Galaxy International Securities (Hong Kong) Co., Limited on behalf of the Offeror to acquire all the issued shares of Steering Holdings Limited (the “ Company ”) (other than those already owned or agreed to be acquired by the Offeror and parties acting in concert with it) (the “ Offer ”), the joint announcement of the Company and the Offeror in relation to the delay in dispatch of the response document (the “ Response Document ”) and extension of the Closing Date of the Offer dated 17 June 2021

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and the joint announcement of the Company and the Offeror in relation to the further delay in dispatch of the Response Document and extension of the Closing Date of the Offer dated 25 June 2021. Unless otherwise stated, terms used herein shall have the same meanings as defined in the Response Document.

DESPATCH OF THE RESPONSE DOCUMENT

The Response Document containing, among other things, the letter from the Board, information on the Group, the letter from the Independent Board Committee containing its recommendation to the Independent Shareholders in respect of the Offer, and the letter from VBG Capital containing its advice to the Independent Board Committee in respect of the Offer, has been despatched to the Independent Shareholders on 28 June 2021 in accordance with the Takeovers Code.

WARNING

The Offer is unconditional in all aspects. Shareholders should carefully read the Offer Document and the Response Document (including the letter of recommendation from the independent committee of the Board and the letter of advice from the independent financial adviser contained therein) before taking any action in respect of the Offer.

Shareholders and potential investors of the Company should exercise caution when dealing in the Shares. If Shareholders and potential investors are in any doubt about their position, they should consult their stockbroker, bank manager, solicitor or other professional advisers.

By order of the Board Steering Holdings Limited Ng Kin Siu Executive Director

Hong Kong, 28 June 2021

As at the date of this announcement, the Board comprises Ms. Feng Xuelian, Mr. Ng Kin Siu (chief executive officer) and Ms. Chang Liang as executive Directors; Mr. Gao Yunhong as non-executive Director; Mr. Chan Yuk Sang, Mr. Wan Chi Wai Anthony, Mr. Lau Kwok Fai Patrick and Mr. Wong Chi Shing as independent nonexecutive Directors.

The Directors jointly and severally accept full responsibility for the accuracy of the information contained in this announcement and confirm, having made all reasonable enquiries, 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.

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

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