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RemeGen Co., Ltd. Capital/Financing Update 2018

Oct 25, 2018

51206_rns_2018-10-25_a4514a0e-62f4-4f8e-b52b-e75f1db57b11.pdf

Capital/Financing Update

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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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Overseas Chinese Town (Asia) Holdings Limited 華僑城(亞洲)控股有限公司 (Incorporated in the Cayman Islands with limited liability)

(Stock Code: 03366)

INSIDE INFORMATION POTENTIAL DISPOSAL OF 100% EQUITY INTEREST IN A SUBSIDIARY THROUGH PUBLIC TENDER

This announcement is made by Overseas Chinese Town (Asia) Holdings Limited (the “ Company ”, together with its subsidiaries, the “ Group ”) pursuant to Rule 13.09 of the Rules Governing the Listing of Securities (the “ Listing Rules ”) on The Stock Exchange of Hong Kong Limited (the “ Stock Exchange ”) and the Inside Information Provisions (as defined under the Listing Rules) of Part XIVA of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong) (the “ SFO ”).

POTENTIAL DISPOSAL THROUGH PUBLIC TENDER

The board (the “ Board ”) of directors (the “ Directors ”) of the Company announces that the Company intends to dispose of its 100% equity interest in Zhongshan Huali Packaging Co., Ltd. (中山華力包裝有限公司) (“ Zhongshan Huali ”), an indirect wholly-owned subsidiary of the Company, through the public tender (the “ Public Tender ”) to be conducted on the China Beijing Equity Exchange (the “ CBEX* ”). It is expected that the minimum bidding price for the transfer of the 100% equity interest in Zhongshan Huali through the Public Tender will be determined based on the asset appraisal on Zhongshan Huali to be conducted by a qualified appraisal institution.

According to the requirements under the relevant PRC laws and regulations, preliminary disclosure of information relating to the Potential Disposal is required to be made to the public for not less than 20 working days prior to the commencement of the formal disclosure of the Public Tender. In compliance with such requirements, the said pre-listing disclosure has been made on the website of CBEX (http://www.cbex.com.cn) on 25 October 2018.

INFORMATION OF ZHONGSHAN HUALI

Zhongshan Huali is a limited liability company incorporated in the PRC with a registered capital of HKD88,000,000. As at the date of this announcement, it is an indirect wholly-owned subsidiary of the Company which is principally engaged in manufacture and sale of paper boxes and paper packaging products.

* For identification purposes only

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REASONS FOR THE POTENTIAL DISPOSAL

The Company pushed forward transformation strategy by gradually stripping down its paper packaging business, so as to adjust and optimise its industrial structure. The Board is of the view that the Potential Disposal conforms to the Company’s development strategy and is in the interest of the Company and its shareholders.

GENERAL

The Potential Disposal, if materialised, may constitute a discloseable transaction of the Company. The Board wishes to emphasise that as at the date of this announcement, the Company is not under any obligation to proceed with the Public Tender and the Public Tender may or may not proceed. No binding agreement with respect to the Potential Disposal has been entered into by the Company as at the date of this announcement and there is no assurance that any definitive transaction will materialise. The Company will make further announcement(s) in compliance with the Listing Rules and/or Part XIVA of the SFO as and when appropriate or required.

As the Company may or may not proceed with the Public Tender and it may or may not enter into a binding agreement with respect to the Potential Disposal, and even if it decides to do so, the Potential Disposal may or may not proceed to completion for various reasons and accordingly, shareholders and potential investors of the Company are advised to exercise caution when dealing in the securities of the Company.

In this announcement, if there is any inconsistency between the Chinese names of the entities or enterprises established in the PRC and their English translations, the Chinese names shall prevail. The English translation of names or any descriptions in Chinese which are marked with “*” is for identification purpose only.

By order of the Board of Overseas Chinese Town (Asia) Holdings Limited He Haibin Chairman

Hong Kong, 25 October 2018

As at the date of this announcement, the Board of the Company comprises seven Directors, including three executive Directors namely Mr. He Haibin, Ms. Xie Mei and Mr. Lin Kaihua; one non-executive Director namely Mr. Zhang Jing; three independent non-executive Directors namely Mr. Lu Gong, Ms. Wong Wai Ling, and Mr. Lam Sing Kwong Simon.

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