ISP Global Limited — Capital/Financing Update 2021

Jul 19, 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.

ISP GLOBAL LIMITED

(Incorporated in Cayman Islands with limited liability)

(Stock Code: 8487)

COMPLETION OF PLACING OF NEW SHARES UNDER GENERAL MANDATE

Placing Agent

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Reference is made to the announcement (the “ Announcement ”) of ISP Global Limited (the “ Company ”) dated 30 June 2021 in relation to the Placing. Unless otherwise defined, capitalised terms used in this announcement shall have the same meanings as those defined in the Announcement.

COMPLETION OF THE PLACING

The Board is pleased to announce that all the conditions set out in the Placing Agreement have been fulfilled and completion of the Placing took place on 19 July 2021 in accordance with the terms of the Placing Agreement. Pursuant to the Placing Agreement, an aggregate of 80,000,000 Placing Shares, representing approximately 9.09% of the issued share capital of the Company as at the date of this announcement, have been successfully placed to not less than six Placees at the Placing Price of HK$0.66 per Placing Share.

To the best of the knowledge, information and belief of the Directors, having made all reasonable enquiries, each of the Placees, who and whose ultimate beneficial owners, is an independent individual, corporate and/or institutional investors who (i) is not connected persons of the Company; and (ii) is independent of each other, the Company and its connected persons, and not acting in concert (as defined under the Takeovers Code) with any of them, and none of the Placees has, immediately after completion of the Placing, become a substantial shareholder of the Company (within the meaning of the GEM Listing Rules).

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The gross and net proceeds (after deducting the placing commission and other related expenses) from the Placing are amounted to HK$52,800,000 and approximately HK$52,347,000 respectively. The Company intends to apply the net proceeds from the Placing for (i) the Sound and Communication Business in the PRC, (ii) the System Servicing Solutions Business, (iii) the E-Commerce Business in the PRC, and (iv) general working capital as set out in the Announcement.

EFFECTS ON SHAREHOLDING STRUCTURE OF THE COMPANY

The 80,000,000 Placing Shares represent (i) approximately 10.00% of the issued share capital of the Company immediately before the completion of the Placing; and (ii) approximately 9.09% of the issued share capital of the Company as enlarged by the allotment and issue of the 80,000,000 Placing Shares.

The shareholding structure of the Company (i) immediately before the completion of the Placing; and (ii) immediately after the completion of the Placing is set out below:

Express Ventures (Note 1)Li ChaoCao Chunmeng (Note 2)Cai LinzhouPlaceesOther public shareholdersTotal	Shareholdingimmediately before thecompletion of the PlacingNo. ofSharesApprox.percentage120,000,00015.00%100,000,00012.50%80,200,00010.03%41,400,0005.18%––458,400,00057.29%800,000,000100.00%	Shareholdingimmediately after thecompletion of the PlacingNo. ofSharesApprox.percentage120,000,00013.64%100,000,00011.36%80,200,0009.11%41,400,0004.70%80,000,0009.09%458,400,00052.10%880,000,000100.00%

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Notes:

1. Express Ventures Global Limited (“ Express Ventures ”) is beneficially owned as to 97.14% by Mr. Mong Kean Yeow, being the Chairman and executive Director of the Board, and 2.86% by Ms. Choon Shew Lang, being the executive Director of the Board and Chief Executive Officer of the Company. On 22 August 2017, Mr. Mong Kean Yeow and Ms. Choon Shew Lang entered into an acting in concert confirmation to acknowledge and confirm, among other things, that they are parties acting in concert within the meaning of the Takeovers Code. By virtue of the SFO, Mr. Mong Kean Yeow and Ms. Choon Shew Lang are deemed to be interested in the Shares held by Express Ventures.

2. Mr. Cao Chunmeng is the non-executive Director of the Company with effect from 22 January 2021.

3. The above percentage figures are subject to rounding adjustments.

By order of the Board ISP Global Limited Mong Kean Yeow

Chairman and executive Director

Hong Kong, 19 July 2021

As at the date of this announcement, the executive Directors are Mr. Mong Kean Yeow, Ms. Choon Shew Lang and Mr. Yuan Shuangshun, the non-executive Director is Mr. Cao Chunmeng and the independent non-executive Directors are Mr. Tang Chi Wai, Dr. Cai Rongxin and Mr. Yan Xiaotian.

This announcement, for which the Directors of the issuer collectively and individually accept full responsibility, includes particulars given in compliance with the Rules Governing the Listing of Securities on GEM of The Stock Exchange of Hong Kong Limited for the purpose of giving information with regard to the issuer. The Directors, having made all reasonable enquiries, confirm that to the best of their knowledge and belief the information contained in this announcement is accurate and complete in all material respects and not misleading or deceptive, and there are no other matters the omission of which would make any statement herein or this document misleading.

This announcement will remain on the “Latest Company Announcement” page of the GEM website (www.hkgem.com) for seven days from the day of its posting. This announcement will also be published on the Company’s website at www.ispg.hk.

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