Rego Interactive Co., Ltd — Capital/Financing Update 2021

Dec 30, 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 [375 x 50] intentionally omitted <==

(A joint stock company incorporated in the People’s Republic of China with limited liability)

(Stock Code: 1065)

ANNOUNCEMENT IN RELATION TO PROVISION OF GUARANTEE FOR LOAN TO TIANJIN ZHONGSHUI CO., LTD.

The Board of Directors (the “ Board ”) and all the directors of the Company warrant that there are no false information, misleading statements or material omissions in this announcement, and severally and jointly accept responsibility for the truthfulness, accuracy and completeness of the contents herein.

The Board hereby announces that, as considered and approved by the Board on 30 December 2021, the Company proposed to provide a full guarantee (the “ Guarantee ”) for the bank loan (the “ Loan ”) in the amount of not exceeding RMB448,000,000 of Tianjin Zhongshui Co., Ltd.* (天津 中水有限公司) (“ Tianjin Zhongshui ”), a wholly-owned subsidiary of the Company, and Tianjin Zhongshui proposed to provide a counter-guarantee to the Company from the future revenue of the recycled water pipe-network connection project in the main district of Tianjin City (the “ Project ”), the amount of which shall be not less than the amount of Guarantee.

Details of the Guarantee are as follows:

I. REASONS FOR ENTERING INTO THE GUARANTEE

Reference is made to the overseas regulatory announcement (the “ Announcement ”) of the Company dated 25 August 2021 in relation to the external investment by Tianjin Zhongshui in the Project.

As disclosed in the Announcement, the Board approved Tianjin Zhongshui to invest in the implementation of the Project as the construction entity in order to facilitate the connection of the recycled water pipe-network in Tianjin, expand the scope of recycled water supply in the main district of Tianjin and improve the utilization rate of recycled water. The total amount of investment in the Project is approximately RMB640,000,000, of which internal funds make up approximately RMB192,000,000 and project loans make up approximately RMB448,000,000.

As at the date of this announcement, Tianjin Zhongshui is applying to a bank for the drawdown of the Loan. As requested by the lending bank, the Company shall provide full guarantee for the Loan of Tianjin Zhongshui.

1

II. BASIC INFORMATION OF THE GUARANTEE

Scope of the Guarantee:

The Company’s proposed provision of guarantee for Tianjin Zhongshui contains all the debts under the financing contract to be signed with the lending bank, including the loan principal of not more than RMB448,000,000 to be repaid under the financing contract, as well as the relevant interests, penalty interests, liquidated damages and all other relevant expenses.

Guarantee method:

• The Company shall bear economic and legal joint liability for all debts within the scope of the Guarantee (under the PRC law).

• Counter-guarantee:

• The Company will enter into a counter-guarantee agreement with Tianjin Zhongshui, pursuant to which Tianjin Zhongshui shall provide a counter-guarantee to the Company based on the future revenue from the Project which is not less than the amount of the Guarantee.

III. BASIC INFORMATION AND FINANCIAL POSITION OF TIANJIN ZHONGSHUI

Tianjin Zhongshui was established on 10 January 2001 with a registered capital of RMB100 million. It is a wholly-owned subsidiary of the Company, and principally engages in the construction and operation of urban water supply, drainage, sewage treatment and recycled water utilization projects, etc.

As at the end of December 2020, the audited total assets, net assets, liabilities, current assets, current liabilities, annual operating income, net profit of Tianjin Zhongshui were RMB1,187,315,300, RMB289,961,900, RMB897,353,400, RMB470,689,300, RMB697,047,100, RMB293,713,800 and RMB86,281,900, respectively, and the gearing ratio was 75.58%.

As at the end of November 2021, the unaudited total assets, net assets, liabilities, current assets, current liabilities, annual operating income, net profit of Tianjin Zhongshui were RMB1,199,566,400, RMB309,787,000, RMB889,779,400, RMB357,361,900, RMB695,814,100, RMB286,359,400 and RMB97,243,000, respectively, and the gearing ratio was 74.18%.

2

IV. DECISION-MAKING PROCEDURES PERFORMED BY THE COMPANY ON THE GUARANTEE

As at the date of this announcement, the total amount of loan guarantees provided by the Company to its subsidiaries amounted to RMB4,640,195,400 (including the amount of the Guarantee), representing approximately 70.40% of the latest audited net assets of the Company as at 31 December 2020. As at the end of November 2021, as the gearing ratio of Tianjin Zhongshui exceeded 70%, in accordance with the Articles of Association of the Company, the Guarantee shall be submitted to the general meeting of the Company for consideration, and shall only take effect after being voted on and approved by a special resolution.

A notice of the general meeting containing, among other things, the provision of the Guarantee for the Loan to Tianjin Zhongshui will be dispatched to the shareholders of the Company in due course.

By order of the Board Liu Yujun Chairman

Tianjin, China 30 December 2021

As at the date of this announcement, the Board comprises three executive Directors: Mr. Liu Yujun, Ms. Wang Jing and Mr. Niu Bo; three non-executive Directors: Mr. Gu Wenhui, Mr. Si Xiaolong and Mr. Liu Tao; and three independent non-executive Directors: Mr. Xu Zhiming, Mr. Guo Yongqing and Ms. Lu Yingying.

• For identification purpose only

3