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NetDragon Websoft Holdings Limited M&A Activity 2015

Aug 28, 2015

49463_rns_2015-08-28_eb707964-1214-42c4-9c00-731564b4df09.pdf

M&A Activity

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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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NetDragon Websoft Inc. 網龍網絡有限公司

(incorporated in the Cayman Islands with limited liability)

(Stock Code: 777)

VERY SUBSTANTIAL ACQUISITION IN RELATION TO THE ACQUISITION OF PROMETHEAN WORLD PLC — OFFER UPDATE AND EXTENSION OF THE OFFER

Reference is made to the announcement of NetDragon Websoft Inc. (the “ Company ”) dated 10 July 2015 in relation to a very substantial acquisition of the Company (the “ Announcement ”) and the Company’s announcement dated 6 August 2015 in relation to the despatch of the Offer Document. Unless stated otherwise, capitalized terms used herein shall have the same meanings as those defined in the Announcement.

The Company confirms that as at 1:00 p.m. (London time) on 27 August 2015 (that is, the First Closing Date), the Offer has not become unconditional as to acceptances and still remains subject to the Conditions set out in the Offer Document. Accordingly, the Offer cannot be declared unconditional in all respects at this stage.

Level of acceptances of the Offer

As at 1:00 p.m. (London time) on the First Closing Date, the Company and Digital Train have received valid acceptances of the Offer in respect of 180,603,109 Promethean Shares, representing approximately 88.87 per cent. of the existing issued ordinary share capital of Promethean.

Extension of the Offer

The Offer, which remains subject to the terms and conditions set out in the Offer Document, is being extended and will remain open for acceptance until the next closing date, which will be 1:00 p.m. (London time) on 15 September 2015.

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Should there be any further extension of the Offer, this will be publicly announced by 8:00 a.m. (London time) on the Business Day following the day on which the Offer is otherwise due to expire, or such later time as the UK Takeover Panel may agree.

By order of the Board NetDragon Websoft Inc. Liu Dejian Chairman

Hong Kong, 28 August 2015

As at the date of this announcement, the Board comprises four executive Directors, namely Mr. Liu Dejian, Mr. Liu Luyuan, Mr. Zheng Hui and Mr. Chen Hongzhan; one non-executive Director, namely Mr. Lin Dongliang; and three independent non-executive Directors, namely Mr. Chao Guowei, Charles, Mr. Lee Kwan Hung and Mr. Liu Sai Keung, Thomas.

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