ICO Group Limited — Capital/Financing Update 2021

Apr 20, 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 the securities of the Company.

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ICO GROUP LIMITED 揚科集團有限公司[*]

(Incorporated in the Cayman Islands with limited liability)

(Stock code: 1460)

COMPLETION OF PLACING OF NEW SHARES UNDER GENERAL MANDATE

Financial Advisor to the Company

Merdeka Corporate Finance Limited

Placing Agent

Merdeka Securities Limited

Reference is made to the announcement issued by the Company dated 29 March 2021 (the “ Announcement ”) in relation to, among other matters, the Placing. Capitalised terms used herein shall have the same meanings as those defined in the Announcement unless defined otherwise.

The Board is pleased to announce that all of the Conditions have been fulfilled and the Completion took place on 20 April 2021. An aggregate of 141,287,000 Placing Shares have been placed by the Placing Agent to not less than six Placees at the Placing Price of HK$0.220 per Placing Share pursuant to the terms and conditions of the Placing Agreement entered into between the Company and the Placing Agent.

To the best of the Directors’ knowledge, information and belief, having made all reasonable enquiries, the Placees and their respective ultimate beneficial owners are Independent Third Parties. None of the Placees has become a substantial Shareholder of the Company immediately after the Completion as at the date of this announcement.

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EFFECTS ON SHAREHOLDING STRUCTURE OF THE COMPANY

Set out below is the shareholding structure of the Company immediately before and upon the Completion:

ShareholdersMr. Lee Cheong Yuen_(Note 1)Mr. Tam Kwok Wah(Note 1)Mr. Chan Kwok Pui(Note 1)Mr. Leong Yeng Kit(Note 2)_	Immediately prior to CompletionNumber ofShares heldApproximate% of totalissued Shares171,894,80024.33171,894,80024.33171,894,80024.3399,093,79614.02	Immediately prior to CompletionNumber ofShares heldApproximate% of totalissued Shares171,894,80024.33171,894,80024.33171,894,80024.3399,093,79614.02	Immediately upon CompletionNumber ofShares heldApproximate% of totalissued Shares171,894,80020.28171,894,80020.28171,894,80020.2899,093,79611.69	Immediately upon CompletionNumber ofShares heldApproximate% of totalissued Shares171,894,80020.28171,894,80020.28171,894,80020.2899,093,79611.69
Public– Placees– Other Public ShareholdersTotal	–435,450,716706,439,312	–61.65100.00	141,287,000435,450,716847,726,312	16.6751.36100.00

Notes:

1. Mr. Lee Cheong Yuen, Mr. Chan Kwok Pui, and Mr. Tam Kwok Wah, were parties acting in concert pursuant to a confirmation deed in 2015 and they were interested in the Shares held by their controlled corporations, namely, BIZ Cloud Limited, Cloud Gear Limited, Friends True Limited and Imagine Cloud Limited. As such, each of them were deemed to be interested in an aggregate of 171,894,800 shares held by each other.

2. Shares in which Mr. Leong Yeng Kit is interested consist of 99,093,796 Shares held by Titan Wise Group Limited, a company wholly-owned by Mr. Leong Yeng Kit.

By order of the Board ICO Group Limited Leong Yeng Kit Chairman and Executive Director

Hong Kong, 20 April 2021

As at the date of this announcement, the executive Directors of the Company are Mr. Leong Yeng Kit, Ms. Lee Pei Ling and Mr. Lee Cheong Yuen; and the independent non-executive Directors of the Company are Mr. Gan Cheng Khuan, Ms. Yvonne Low Win Kum and Mr. Chiu King Yan.

• For identification purposes only

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