Guangzhou R&F Properties Co., Ltd. — M&A Activity 2017

Nov 23, 2017

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.

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(a joint stock limited company incorporated in the People’s Republic of China with limited liability)

(Stock Code: 2777)

UPDATE ON MAJOR TRANSACTION IN RELATION TO THE ACQUISITION OF HOTEL ASSETS

Reference is made to the announcement of Guangzhou R&F Properties Co., Ltd. (the “ Company ”) dated 19 July 2017 in relation to the acquisition of certain hotel assets (the “ First Announcement ”) and its announcement dated 31 October 2017 in relation to the supplemental agreement to the Agreement dated 20 October 2017 (the “ First Supplemental Agreement ”) . Unless otherwise stated, capitalised terms used herein have the meanings ascribed thereto in the First Announcement.

On 23 November 2017, the Company and Dalian Wanda entered into a second supplemental agreement to the Agreement and the First Supplemental Agreement for the amendment of the following terms of the Acquisition:

(1) Subject :

The Acquisition will not include the 70% interest in Yantai Wanda which operates the city hotel numbered 77 in the section headed “INFORMATION ON THE HOTEL ASSETS” of the First Announcement.

(2) Consideration :

The Consideration will be adjusted from approximately RMB19,204,800,000 to approximately RMB18,955,280,000.

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The Directors consider that the amendments to the terms of the Acquisition as disclosed in this announcement (i) do not constitute any material change to the terms of the Agreement and the First Supplemental Agreement, and (ii) are normal commercial terms and are fair and reasonable and in the interests of the Company and the Shareholders as a whole.

By order of the Board Guangzhou R&F Properties Co., Ltd. Cheung Sze Yin Joint Company Secretary

Hong Kong, 23 November 2017

As at the date of this announcement, the executive Directors are Mr. Li Sze Lim, Mr. Zhang Li, Mr. Zhou Yaonan and Mr. Lu Jing; the non-executive Directors are Ms. Zhang Lin and Ms. Li Helen; and the independent non-executive Directors are Mr. Zheng Ercheng, Mr. Ng Yau Wah, Daniel and Mr. Wong Chun Bong.

• f or identification purposes only

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