Lap Kei Engineering (Holdings) Limited — Capital/Financing Update 2021

May 13, 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.

==> picture [69 x 57] intentionally omitted <==

Lap Kei Engineering (Holdings) Limited 立基工程（控股）有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1690)

COMPLETION OF PLACING OF NEW SHARES UNDER GENERAL MANDATE

Placing Agent

==> picture [63 x 63] intentionally omitted <==

Silverbricks Securities Company Limited

The Board is pleased to announce that the Completion took place on 13 May 2021 and an aggregate of 200,000,000 Placing Shares were successfully placed to not less than six independent Placees at the Placing Price of HK$0.061 per Placing Share.

Reference is made to the announcements of Lap Kei Engineering (Holdings) Limited (the ‘‘Company’’) dated 27 April 2021 and 4 May 2021 (the ‘‘Announcements’’) in relation to Placing of new Shares under General Mandate. Unless otherwise stated, the capitalised terms used herein shall have the same meaning as those defined in the Announcements.

COMPLETION OF PLACING OF NEW SHARES UNDER GENERAL MANDATE

The Board is pleased to announce that the Completion took place on 13 May 2021 and, in accordance with the terms and conditions of the Placing Agreement, the Placing Agent has successfully placed an aggregate of 200,000,000 Placing Shares, representing (i) approximately 15.0% of the issued share capital of the Company immediately before the Placing and (ii) approximately 13.1% of the issued share capital of the Company as enlarged by the issue of 200,000,000 Placing Shares as at the date of this announcement, to not less than six independent Placees at the Placing Price of HK$0.061 per Placing Share.

– 1 –

To the best of the Directors’ knowledge, information and belief, having made all reasonable enquiries, each of the Placees and its ultimate beneficial owners (where applicable) is an Independent Third Party and none of the Placees has become a substantial shareholder (as defined in the Listing Rules) as the result of the Placing.

USE OF PROCEEDS

The gross proceeds and the net proceeds (after deducting the placing fee and other related expenses incurred in the Placing) from the Placing are expected to be HK$12.2 million and approximately HK$11.9 million, respectively. The net proceeds from the Placing will be applied as to (i) approximately HK$4.2 million, representing approximately 35.3% of the net proceeds from the Placing, will be used to settle the premium of the performance bonds to be issued by the Group’s bank for two newly awarded contracts; (ii) approximately HK$6.3 million, representing approximately 52.9% of the net proceeds from the Placing, will be used for the upfront costs, including purchase of raw materials and labour costs, of three newly awarded contracts; and (iii) the remaining portion of approximately HK$1.4 million, representing approximately 11.8% of the net proceeds from the Placing, will be used by the Company as general working capital of the Group.

EFFECT ON SHAREHOLDING STRUCTURE

The shareholding structure in the Company immediately before and after the Completion is set out as follows:

ShareholdersGolden Luck Limited (Note 1)Mr. Wong Kang Kwong (Note 1)Ms. So Nui Ho (Note 1)Mr. Tang Chun Man, Joseph(Note 2)PlaceesOther public ShareholdersTotal	Immediately before theCompletionNumber ofShares%653,000,00049.10140,100,00010.538,000,0000.60160,0000.01——528,740,00039.761,330,000,000100.00	Immediately after theCompletionNumber ofShares%653,000,00042.68140,100,0009.168,000,0000.52160,0000.01200,000,00013.07528,740,00034.561,530,000,000100.00	Immediately after theCompletionNumber ofShares%653,000,00042.68140,100,0009.168,000,0000.52160,0000.01200,000,00013.07528,740,00034.561,530,000,000100.00
			100.00

– 2 –

Note:

• (1) Mr. Wong beneficially owns 99% of the issued share capital of Golden Luck Limited (‘‘Golden Luck’’). Golden Luck was the beneficial owner of 653,000,000 Shares and Mr. Wong is deemed to be interested in the same number of the Shares held by Golden Luck for the purposes of the SFO. In addition, Mr. Wong was the beneficial owner of 140,100,000 Shares. Mr. Wong is an executive Director and one of the controlling shareholders of the Company, the sole director of Golden Luck. Mr. Wong is also the spouse of Ms. So Nui Ho (‘‘Ms. So’’), who will also be deemed to be interested in the same number of Shares held by Mr. Wong. Ms. So was the beneficial owner of 8,000,000 Shares and Mr. Wong will also be deemed to be interested in the same number of Shares held by Ms. So.

• (2) Mr. Tang Chun Man, Joseph is an executive Director of the Company.

By order of the Board LAP KEI ENGINEERING (HOLDINGS) LIMITED Mr. Wong Kang Kwong Chairman and Executive Director

Hong Kong, 13 May 2021

As at the date of this announcement, the executive Directors of the Company are Mr. Wong Kang Kwong, Ms. So Nui Ho and Mr. Tang Chun Man Joseph; and the independent nonexecutive Directors of the Company are Mr. Chung Yuk Ming, Christopher, Mr. Fok Ka Chi and Mr. Tam Chun Chung.

– 3 –