ICO Group Limited — Major Shareholding Notification 2017

Mar 10, 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.

==> picture [59 x 59] intentionally omitted <==

ICO GROUP LIMITED 揚 科 集 團 有 限 公 司[*]

(Incorporated in the Cayman Islands with limited liability)

(Stock code: 1460)

DISPOSALS OF SHARES BY THE CONTROLLING SHAREHOLDERS

This announcement is made by ICO Group Limited (the ‘‘Company’’) pursuant to Rule 13.09 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the ‘‘Listing Rules’’) and the Inside Information Provisions (as defined in the Listing Rules) under Part XIVA of the Securities and Futures Ordinance (Cap. 571 of the Laws of Hong Kong (the ‘‘SFO’’)).

The board of directors of the Company (the ‘‘Board’’) has been informed by Imagine Cloud Limited (‘‘Imagine Cloud’’), one of the controlling shareholders of the Company (as defined in the Listing Rules) (the ‘‘Controlling Shareholders’’), that on 8 March 2017, 9 March 2017 and 10 March 2017, it has disposed of 15,524,000 shares, 24,640,000 shares and 21,928,000 shares of the Company on open market at HK$0.22 per share, HK$0.215 per share and HK$0.22 per share respectively (the ‘‘Disposals’’).

Before the Disposals, Imagine Cloud was the owner of 260,000,000 shares of the Company, representing 6.5% of the issued share capital of the Company. Immediately upon completion of the Disposals, Imagine Cloud holds 197,908,000 shares of the Company, representing 4.9% of the issued share capital of the Company and shall remain as one of the Controlling Shareholders.

Imagine Cloud is one of the Controlling Shareholders by reason of the confirmation deed dated 27 February 2015 entered into by the ultimate Controlling Shareholders, namely, Mr. Lee Cheong Yuen, Mr. Chan Kwok Pui, Mr. Yong Man Kin and Mr. Tam Kwok Wah whereby they confirmed that they were parties acting in concert (having the meaning as ascribed thereto the Codes on Takeovers and Mergers and Share Buy-backs). As a result, Imagine Cloud, which is 100% held by Mr. Tam Kwok Wah, is deemed to be interested in the share capital of the Company held together by the other ultimate Controlling Shareholders through their respective companies, including BIZ Cloud Limited, Cloud Gear Limited and Friends True Limited under the SFO.

• For identification purpose only

– 1 –

For further details of the concert parties arrangement amongst the ultimate Controlling Shareholders, please refer to the section entitled ‘‘Directors’ and Chief Executives’ Interests In Shares’’ including the notes thereto in the interim report 2016/17 of the Company dated 29 November 2016.

By order of the Board ICO Group Limited Yong Man Kin Chairman and Executive Director

Hong Kong, 10 March 2017

As at the date of this announcement, the executive directors of the Company are Mr. Lee Cheong Yuen and Mr. Yong Man Kin; the non-executive directors of the Company are Mr. Chan Kwok Pui and Mr. Tam Kwok Wah; and the independent non-executive directors of the Company are Dr. Chan Mee Yee, Dr. Cheung Siu Nang Bruce and Ms. Kam Man Yi Margaret.

– 2 –