ICO Group Limited — M&A Activity 2012

Oct 2, 2012

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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(Incorporated in Bermuda with limited liability)

(Stock Code : 630)

MEMORANDUM OF UNDERSTANDING RELATING TO POSSIBLE ACQUISITION OF A MEDICAL RESEARCH INSTITUTE IN GERMANY

This announcement is made by AMCO United Holding Limited (the “Company”, together with its subsidiaries, the “Group”) pursuant to Rule 13.09 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “Listing Rules”).

The board of directors (the “Board”) of the Company has noted the significant increase in price and trading volume of the shares of the Company on 28 September 2012 and wishes to announce that the Board has reached an advanced stage of negotiation in relation to a possible acquisition of 80% equity interest (the “Acquisition in Contemplation”) in a medical research institute (the “Target”) in Mainz, Germany specialised in clinical studies in various areas of pathology. On 28 September 2012, the Company and the owners (the “Vendors”) of 70% equity interest in the Target comprising four individuals who are the key management of the Target entered into a non-legally binding memorandum of understanding (the “MOU”) to record the mutual understanding of the parties towards the framework of the principal terms of the Acquisition in Contemplation, which include, among other things,

• (i) the aggregate consideration of EUR936,000 (equivalent to approximately HK$8,985,600) for the acquisition of 80% equity interest in the Target; and

• For identification purposes only

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• (ii) the formal agreements (the “Formal Acquisition Agreements”) to be entered into for the Acquisition in Contemplation being conditional on, among other things, (a) necessary regulatory approval by the Company having been obtained; (b) simultaneous completion of the acquisition of another clinical and diagnostic company (the “Second Acquisition”) partly owned by one of the Vendors and his associates; and (c) conclusion of employment contracts between the Company and the Vendors.

As at the date of this announcement, the Company is still conducting due diligence relating to the Second Acquisition and is in the process of negotiation with the relevant sellers.

The MOU is non-legally binding and the Company has not entered into any formal agreement relating to the Acquisition in Contemplation. The MOU may or may not lead to the entering into of the Formal Acquisition Agreements. The agreement relating to the Second Acquisition may or may not be reached by the relevant parties and the transactions contemplated under the MOU may or may not be consummated. In the event that the Acquisition in Contemplation and the Second Acquisition materialize, they will, in aggregate, constitute a notifiable transaction for the Company under the Listing Rules. Further announcements will be made in respect thereof as and when required by the Listing Rules.

Shareholders of the Company and potential investors are advised to exercise caution when dealing in the shares of the Company.

By order of the Board AMCO United Holding Limited Yip Wai Lun, Alvin Chairman and Managing Director

Hong Kong, 2 October 2012

As at the date of this announcement, Mr. Yip Wai Lun, Alvin and Ms. Leung Mei Han are the executive Directors and Mr. Leung Ka Kui, Johnny, Mr. Chan Kam Kwan, Jason and Mr. Lau Man Tak are the independent non-executive Directors.

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