ISP Holdings Limited — M&A Activity 2014

Dec 31, 2014

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this joint 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 joint announcement.

(Incorporated in Bermuda with limited liability)

(Stock Code: 163)

SYNERGIS HOLDINGS LIMITED 新昌管理集團有限公司[*]

(Incorporated in Bermuda with limited liability) (Stock Code: 02340)

JOINT ANNOUNCEMENT

MONTHLY PROGRESS UPDATE ON THE POSSIBLE ACQUISITION OF THE SHARES OF SYNERGIS HOLDINGS LIMITED PURSUANT TO RULE 3.7 OF THE TAKEOVERS CODE

This announcement is made jointly by Emperor International Holdings Limited (“ Emperor International ”) and Synergis Holdings Limited (“ Synergis ”) pursuant to Rule 3.7 of The Hong Kong Code on Takeovers and Mergers (the “ Takeovers Code ”). Reference is made to the joint announcement of Emperor International, Hsin Chong Construction Group Ltd. (“ Hsin Chong ”) and Synergis dated 1 December 2014 (the “ Announcement ”) in relation to a possible acquisition of shareholding interests of Synergis owned by Smart Lane Holdings Limited (a wholly-owned subsidiary of Hsin Chong), Dr. Wilfred Wong Ying Wai and Summit View Holdings Limited (collectively, the “ Vendors ”) by Keenrise Holdings Limited (the “ Purchaser ”) (an indirect wholly-owned subsidiary of Emperor International), which, if materialised, may result in the Purchaser being required to make a mandatory offer for all the issued ordinary shares of Synergis (other than those already owned by or agreed to be acquired by the Purchaser or its concert parties) and comparable offers for other equity securities of Synergis in accordance with the Takeovers Code. Capitalised terms used herein shall have the same meanings as those defined in the Announcement.

The respective boards of directors of Emperor International and Synergis wish to update the shareholders of Emperor International and Synergis and potential investors that the negotiation in respect of the Possible Acquisition is still in progress and no formal or legally binding agreement has been entered into between the Purchaser and the Vendors in respect of the Possible Acquisition as at the date of this announcement.

• for identification purposes only

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Further announcement(s) setting out the progress of the Possible Acquisition will be made as and when necessary in accordance with the Listing Rules and the Takeovers Code and on a monthly basis until an announcement of a firm intention to make an offer under Rule 3.5 of the Takeovers Code or of a decision not to proceed with the Possible Acquisition is made.

WARNINGS: There is no assurance that the Possible Acquisition or any transactions mentioned in the Announcement will materialise or eventually be consummated and the relevant discussions may or may not lead to a general offer under Rule 26.1 of the Takeovers Code. Shareholders and the public investors are urged to exercise extreme caution when dealing in the shares and debt securities (as the case may be) of Emperor International and Synergis.

By order of the board of directors of By order of the board of directors of Emperor International Holdings Limited Synergis Holdings Limited LUK Siu Man, Semon FAN Cheuk Hung Chairperson Managing Director

Hong Kong, 31 December 2014

The directors of Emperor International jointly and severally accept full responsibility for the accuracy of the information contained in this joint announcement (other than that relating to Synergis) and confirm, having made all reasonable enquiries, that to the best of their knowledge, opinions expressed in this joint announcement have been arrived at after due and careful consideration and there are no other facts not contained in this joint announcement, the omission of which would make any statement in this joint announcement misleading.

The directors of Synergis jointly and severally accept full responsibility for the accuracy of the information contained in this joint announcement (other than that relating to Emperor International) and confirm, having made all reasonable enquiries, that to the best of their knowledge, opinions expressed in this joint announcement have been arrived at after due and careful consideration and there are no other facts not contained in this joint announcement, the omission of which would make any statement in this joint announcement misleading.

As at the date of this joint announcement, the executive directors of Emperor International are Mr. Wong Chi Fai, Ms. Fan Man Seung, Vanessa, Mr. Cheung Ping Keung; the non-executive director is Ms. Luk Siu Man, Semon and the independent non-executive directors are Mr. Liu Hing Hung, Ms. Cheng Ka Yu, and Mr. Wong Tak Ming, Gary.

As at the date of this joint announcement, the executive directors of Synergis are Dr. Wilfred Wong Ying Wai (Chairman) and Dr. Fan Cheuk Hung (Managing Director); and the independent non-executive directors are Mr. Stephen Ip Shu Kwan, Dr. Kan Fook Yee, Mr. Wong Tsan Kwong and Mr. David Yu Hon To.

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