Gilston Group Limited — Capital/Financing Update 2016

Apr 6, 2016

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.

KEE Holdings Company Limited 開易控股有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 2011)

UPDATE ON THE STATUS OF THE PUBLIC FLOAT OF THE COMPANY

Reference are made to i) the joint announcement issued by Glory Emperor Trading Limited ( 耀帝貿 易有限公司 ) and KEE Holdings Company Limited (the “ Company ”) dated 17 February 2016 (the “ Announcement ”); and ii) the announcement of the Company dated 17 March 2016 in relation to the temporary waiver from strict compliance with the minimum public float requirement granted by the Stock Exchange from 17 February 2016 to 30 May 2016. Unless the context otherwise requires, capitalized terms defined in the Announcement shall have the same meanings when used herein.

The Company wishes to provide its shareholders and potential investors with an update about the status of the public float of the Company.

CURRENT PUBLIC FLOAT OF THE COMPANY

The public float of the Company remains below the minimum 25% requirement as required by Rule 8.08(1)(a) of the Listing Rules. As at the date of this announcement, the public float of the Company is approximately 9.94%.

The shareholding structure of the Company as at the date of this announcement is as follows:

		Approximate percentage of
		total issued share capital of
Shareholders	Number of Shares	the Company
The Offeror	391,589,600	90.06%
Public Shareholders	43,214,400	9.94%
Total	434,804,000	100%

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UPDATE ON THE STATUS OF THE PUBLIC FLOAT OF THE COMPANY

The Company has been informed by the Offeror, the controlling shareholder of the Company, that in order to assist the Company to restore its public float in compliance with the relevant requirement under the Listing Rules, the Offeror has engaged Mason Securities Limited as placing agent, on a best effort basis to place down the Shares to independent purchaser(s) up to 65,500,000 Shares (the “ Placing ”), representing approximately 15.06% of the issued share capital of the Company. Immediately after the completion of the Placing, 108,714,400 Shares, representing 25.00% of the total issued share capital of the Company as at the date of this announcement, will be held by the public. Accordingly, upon completion of the Placing, the Company will restore its minimum public float of 25% of the total issued share capital of the Company as required under Rule 8.08(1)(a) of the Listing Rules.

SUSPENSION OF THE TRADING IN SHARES

Trading in Shares suspended with effect from 9:00 a.m. on 18 February 2016 at the request of the Company pending the restoration of the minimum public float of 25%. The Company will issue a further announcement upon its due compliance with Rules 8.08 and 13.32(1) of the Listing Rules.

By Order of the Board KEE Holdings Company Limited Wu David Hang Chairman

Hong Kong, 6 April 2016

As at the date of this announcement, the directors of the Company are:

Executive Directors:

Mr. Wu David Hang Mr. Hou Jian

Independent non-executive Directors:

Mr. Wong Yik Chung John Mr. Tse Calvin Kai Chuen Mr. Leung Ka Tin

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