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

Aug 25, 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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(a joint stock company incorporated in the People’s Republic of China with limited liability) (Stock Code: 1065)

(1) PROPOSED APPLICATION FOR FILING OF ISSUANCE OF DEBT FINANCING PLAN; AND (2) PROPOSED APPLICATION FOR REGISTRATION AND ISSUANCE OF DEBT FINANCING INSTRUMENTS OF NON-FINANCIAL ENTERPRISES

Tianjin Capital Environmental Protection Group Company Limited (the “ Company ”) and all the directors (the “ Directors ”) of the board of Directors (the “ Board ”) of the Company warrant the truthfulness, accuracy and completeness of the content in this announcement, and accept several and joint responsibilities for any false information, misleading statements or material omission in this announcement.

The Board hereby announces that on 25 August 2021, the Board considered and approved (i) the resolution on the non-public issuance of debt financing plan in total amount of not more than RMB500,000,000 (the “ Debt Financing Plan ”) at Beijing Financial Assets Exchange* (北京金 融資產交易所); and (ii) the resolution on the application to National Association of Financial Market Institutional Investors* (中國銀行間市場交易商協會) for the registration and issuance of debt financing instruments of non-financial enterprises (including medium-term notes, rural village revival notes and equity contribution notes) (the “ Debt Financing Instruments of Non-financial Enterprises ”) in the total principal amount of not more than RMB1,500,000,000.

(1) PROPOSED APPLICATION FOR FILING OF DEBT FINANCING PLAN

The specific proposal for the proposed application for filing of issuance of the Debt Financing Plan is as follows:

Issuance amount: Principal amount of not exceeding RMB500,000,000 Term: Not exceeding three years (three year inclusive) Determination of issue Interest to be determined at fixed interest rate through the price or interest rate: result of issue price and central allocation Use of proceeds: Including but not limited to replenishing of working capital, construction of projects and debt repayment in accordance with relevant laws and regulations and requirements of regulatory authorities

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Source of funds for the repayment of principal and the payment of interests:

The Company’s own funds and smooth operation of financing channels

Based on the capital requirement, debt structure and the capital market condition, the Company intends to issue the products under the Debt Financing Plan in tranches. In order to complete the filing and issuance of the Debt Financing Plan in an efficient and orderly manner, the Board intends to propose to the Company’s general meeting to authorize the general manager office of the Company to be fully responsible for the matters relating to the issuance of the Debt Financing Plan, including but not limited to:

• (1) to the extent permitted by laws and regulations and based on market conditions and the needs of the Company, to decide on the specific plan of issuance of the Debt Financing Plan and amendments thereto, and to adjust the specific terms for filing of issuance of the Debt Financing Plan, including but not limited to all matters relating to the filing of issuance of the Debt Financing Plan, such as issuance amount, issue date, form of issuance, issue arrangement, term of the issuance, issue price or interest rate, whether in tranches and number of tranches, whether with sell back terms and redemption terms, rating arrangement, type of guarantee, principal and interest payments and use of proceeds and others;

• (2) to be responsible for the revision, signing and reporting of contracts, agreements and related legal documents in connection with the filing of the issuance of the Debt Financing Plan, and handling with the reporting and filing procedures thereof;

• (3) should there be any changes to the regulatory policies or market conditions, to make corresponding adjustment to relevant matters such as the specific proposal of the filing of the issuance of the Debt Financing Plan in accordance with the opinions of the regulatory authorities;

• (4) to fulfill the information disclosure obligations in a timely manner;

• (5) to handle other matters in relation to the filing of the issuance of the Debt Financing Plan;

• (6) to specifically handle relevant matters and execution of relevant documents; and

• (7) the above authorization remains valid during the effective period of the notice of filing acceptance issued from Beijing Financial Assets Exchange* (北京金融資產交易所).

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(2) PROPOSED APPLICATION FOR REGISTRATION AND ISSUANCE OF DEBT FINANCING INSTRUMENTS OF NON-FINANCIAL ENTERPRISES

The specific proposal for the proposed application for registration and issuance of the Debt Financing Instruments of Non-financial Enterprises is as follows:

• Issuance size: Debt Financing Instruments of Non-financial Enterprises in the total principal amount of not exceeding RMB1,500,000,000 (total principal amount for each of the medium-term notes, rural village revival notes and equity contribution notes is not more than RMB500,000,000)

• Term: Not exceeding 10 years

Interest rate:

• Interest rate of the bonds shall be a fixed rate, and the issue rate is determined through book-building. Interest to be accounted for and paid on an annual basis

• Use of proceeds: Including but not limited to repayment of debts of the Company, construction of projects and replenishment of working capital, and rural village revival notes will be used for projects construction in respect of village revival projects, debts repayment and replenishment of working capital; equity contribution notes will be used for capital increase, equity investment, payment of merger and acquisition price, repayment of loans for merger and acquisition and capital contribution for funds

• Source of funds for the repayment of principal and the payment of interests:

• The Company’s operating income throughout the terms of the bonds and smooth operation of financing channels

Based on the capital requirement, debt structure and the capital market condition, the Company intends to issue bonds in tranches. In order to complete the registration and issuance of the Debt Financing Instruments of Non-financial Enterprises in an efficient and orderly manner, the Board intends to propose to the Company’s general meeting to authorize the general manager office of the Company to be fully responsible for the matters relating to the issuance of the Debt Financing Instruments of Non-financial Enterprises, including but not limited to:

• (1) to the extent permitted by laws and regulations and based on market conditions and the needs of the Company, to decide on the specific plan of issuance of the Debt Financing Instruments of Non-financial Enterprises and amendments thereto, and to adjust the specific terms for filing of issuance of the Debt Financing Instruments of Non-financial Enterprises, including but not limited to all matters relating to the filing of issuance the Debt Financing Plan, such as issuance size, number of tranches, time of issuance, term of the issuance, issue rate, way of underwriting, type of guarantee and use of proceeds and others;

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• (2) to be responsible for the revision, signing and reporting of contracts, agreements and related legal documents in connection with the filing of the issuance of the Debt Financing Instruments of Non-financial Enterprises, and handling with the reporting and registration procedures thereof;

• (3) should there be any changes to the regulatory policies or market conditions, to make corresponding adjustment to relevant matters such as the specific proposal of the filing of the issuance of the Debt Financing Plan in accordance with the opinions of the regulatory authorities;

• (4) to fulfill the information disclosure obligations in a timely manner;

• (5) to handle other matters in relation to the filing of the issue of the Debt Financing Instruments of Non-financial Enterprises;

• (6) to specifically handle relevant matters and execution of relevant documents; and

• (7) the above authorization remains valid during the effective period of the registration notice of issuance of the Debt Financing Instruments of Non-financial Enterprises.

REASONS AND BENEFITS FOR PROPOSED ISSUANCE OF DEBT FINANCING PLAN AND ISSUANCE OF DEBT FINANCING INSTRUMENTS OF NON-FINANCIAL ENTERPRISES

(1) BROADENING FINANCING CHANNELS AND MAKING FUND RESERVES

According to the Company’s strategy for the “14[th] Five-Year Plan”, financing structure and funding needs, the Company will broaden the financing channels, optimize debt structure and make fund reserves in an effective manner by way of issuance of Debt Financing Plan and issuance of Debt Financing Instruments of Non-financial Enterprises under a market oscillation environment, in order to ensure normal liquidity

(2) OPTIMIZING DEBT STRUCTURE AND IMPROVING CORPORATE GOVERNANCE

The issuance of Debt Financing Instruments of Non-financial Enterprises can increase the cash flow of the Company, ease liquidity, reduce the proportion of the Company’s loans from financial institutions, optimize financing structure, and diversified financing methods can further stabilize the financial structure of the Company. At the same time, information in relation to the issuance of Debt Financing Instruments of Non-financial Enterprises by the Company shall be disclosed to market investors on a regular basis, which will promote the improvement of corporate governance mechanisms, expand social influence, establish a good social image, and further enhance comprehensive competitiveness of the Company.

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GENERAL

Pursuant to the relevant laws and regulations of the PRC and the articles of association of the Company, both the proposed issuance of the Debt Financing Plan and the issuance of the Debt Financing Instruments of Non-financial Enterprises are subject to the approval of the shareholders of the Company at the general meeting by way of special resolutions, and the aforesaid issuances are subject to the filing of the Beijing Financial Assets Exchange* (北京金融資產交易所) and the registration of National Association of Financial Market Institutional Investors* (中國銀行間市 場交易商協會), respectively. At the general meeting, voting on the proposed special resolution(s) will be conducted by way of poll. A notice of the general meeting will be dispatched to the shareholders of the Company as soon as practicable.

BOARD RECOMMENDATION

The Board considers that the application for filing of the issuance of the Debt Financing Plan and the application for registration of the issuance of the Debt Financing Instruments of Non-financial Enterprises are in the interests of the Company and its shareholders as a whole. Therefore, the Board recommends the shareholders of the Company to vote in favour of the special resolution(s) in relation to the proposed application for filing of the issuance of the Debt Financing Plan and the proposed application for registration of the issuance of the Debt Financing Instruments of Non-financial Enterprises at the AGM.

By order of the Board Liu Yujun Chairman

Tianjin, the PRC 25 August 2021

As at the date of this announcement, the Board comprises three executive Directors: Mr. Liu Yujun, Ms. Wang Jing and Mr. Niu Bo; two non-executive Directors: Mr. Gu Wenhui and Mr. Si Xiaolong; and three independent non-executive Directors: Mr. Di Xiaofeng, Mr. Guo Yongqing and Mr. Wang Xiangfei.

• For identification purposes only

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