Prosper Construction Holdings Limited — M&A Activity 2018

Apr 23, 2018

Hong Kong Exchange 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 form or in reliance upon the whole or any part of the contents of this announcement.

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瑞 港 建 設 控 股 有 限 公 司 PROSPER CONSTRUCTION HOLDINGS LIMITED (Incorporated in the Cayman Islands with limited liability)

(Stock code: 6816)

MONTHLY UPDATE ON THE POSSIBLE TRANSACTION PURSUANT TO RULE 3.7 OF THE TAKEOVERS CODE

This announcement is made by Prosper Construction Holdings Limited (the ‘‘Company’’) pursuant to Rule 3.7 of the Code on Takeovers and Mergers (the ‘‘Takeovers Code’’) of the Securities and Futures Commission of Hong Kong.

Reference is made to the announcement of the Company dated 23 March 2018 (the ‘‘Announcement’’) in relation to the Possible Transaction. Unless otherwise specified, capitalized terms used herein shall have the same meaning as defined in the Announcement.

The board of directors of the Company (the ‘‘Board’’) wishes to update shareholders of the Company and potential investors that since the publication of the Announcement, as informed by the Potential Seller, whilst the discussions between the Potential Seller and the Potential Purchaser are still on-going, no commitment or any formal or legally binding agreement has been reached or entered into, nor any material terms and conditions in respect of the Possible Transaction have been agreed as at the date of this announcement.

In compliance with Rule 3.7 of the Takeovers Code, monthly announcement(s) setting out the progress of the Possible Transaction will be made by the Company as and when appropriate or required in accordance with the Listing Rules and the Takeovers Code (as the case may be) on a monthly basis until announcement of firm intention to make an offer under Rule 3.5 of the Takeovers Code or of a decision not to proceed with an offer is made.

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WARNINGS: There is no assurance that the Possible Transaction will materialize 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. The Possible Transaction may or may not proceed. Shareholders and potential investors should exercise caution when dealing in the securities of the Company, and if they are in doubt about their position, they should consult their professional adviser(s).

By order of the Board Prosper Construction Holdings Limited KUI Ching Wah Executive Director

Hong Kong, 23 April 2018

As at the date of this announcement, the executive Directors are Mr. CUI Qi (chairman of the Board), Mr. YU Ming, Ms. KUI Ching Wah and Mr. TAO Yang and the independent non-executive Directors are Mr. CHEUNG Chi Man Dennis, Ms. LEUNG Sau Fan Sylvia and Mr. LEUNG Yee Tak.

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

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