Legendary Education Group Ltd. — Share Issue/Capital Change 2021

Sep 27, 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.

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LEGENDARY GROUP LIMITED 創天傳承集團有限公司

(incorporated in the Cayman Islands with limited liability)

(Stock Code: 8195)

(1) SHARE CONSOLIDATION AND CHANGE IN BOARD LOT SIZE BECOMING EFFECTIVE ON 28 SEPTEMBER 2021; AND (2) ADJUSTMENTS TO OUTSTANDING OPTIONS

References are made to the circular of Legendary Group Limited (the “ Company ”) dated 8 September 2021 (the “ Circular ”) and the poll results announcement of the extraordinary general meeting of the Company dated 24 September 2021 in relation to, among other things, the Share Consolidation and the Change in Board Lot Size. Unless otherwise defined, capitalized terms used herein shall have the same meanings as defined in the Circular.

SHARE CONSOLIDATION AND CHANGE IN BOARD LOT SIZE

As all the conditions of the Share Consolidation have been fulfilled, the Share Consolidation and the Change in Board Lot Size will become effective on Tuesday, 28 September 2021. Dealings in the Consolidated Shares will commence on Tuesday, 28 September 2021 at 9:00 a.m. Please refer to the Circular for details on the trading arrangement and the free exchange of share certificates and matching services for odd lots in connection with the Share Consolidation and Change in Board Lot Size. Shareholders should note that upon the Share Consolidation becoming effective, new share certificates of the Consolidated Shares will be issued in the colour of light grey in order to distinguish them from the existing light yellow colour.

ADJUSTMENTS TO OUTSTANDING OPTIONS

As at the date of this announcement, there are outstanding Options for subscription of an aggregate amount of 127,992,000 Existing Shares under the Share Option Scheme.

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Immediately upon the Share Consolidation becoming effective on 28 September 2021, the following adjustments will be made to the exercise price of the Options and the number of Consolidated Shares to be issued upon the exercise of the outstanding Options in accordance with the terms and conditions of the Share Option Scheme, Rule 23.03(13) of the GEM Listing Rules and the supplementary guidance issued by the Stock Exchange dated 5 September 2005 relating to adjustments to share options (the “ Supplementary Guidance ”):

		Immediately before	Immediately before	Immediately after	Immediately after
		the Share Consolidation		the Share Consolidation
Date of grant	Exercise period	becoming effective		becoming effective
			Number of		Number of
			Existing Shares		Consolidated
			to be issued		Shares to be
			upon full	Exercise	issued upon
		Exercise price	exercise of the	price per	full exercise of
		per Existing	outstanding	Consolidated	the outstanding
		Share	Options	Share	Options
		(HK$)		(HK$)
26 March 2021	26 March 2021 –	0.33	127,992,000	1.65	25,598,400
	25 March 2031

The adjustments to the Options shall take effect immediately after the Share Consolidation becoming effective. Save for the above adjustments, all other terms and conditions of the outstanding Options remain unchanged.

Rainbow Capital (HK) Limited, the Company’s independent financial adviser, has reviewed and certified in writing that the adjustments above are in accordance with the terms of the Share Option Scheme and in compliance with Rule 23.03(13) of the GEM Listing Rules and the Supplementary Guidance.

By order of the Board Legendary Group Limited Yuen Yu Sum

Chairman and executive Director

Hong Kong, 27 September 2021

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As at the date of this announcement, the Board comprises three executive Directors, namely, Mr. Yuen Yu Sum (Chairman), Mr. Lau Chun Kavan and Mr. Chan Lap Jin Kevin; one non-executive Director, namely, Mr. Law Wing Chung; and four independent non-executive Directors, namely, Mr. Chung Chin Kwan, Mr. Chan Kim Fai Eddie, Mr. Ng Chi Ho Dennis and Mr. Chung Kwok Pan.

This announcement, for which the Directors collectively and individually accept full responsibility, includes particulars given in compliance with the GEM Listing Rules for the purpose of giving information with regard to the Company. 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 announcement misleading.

This announcement will remain on the “Latest Company Announcements” page of the GEM website at http://www.hkgem.com for at least 7 days from the date of its posting and on the website of the Company at http://www.lna.com.hk.

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