RoboSense Technology Co., Ltd — Capital/Financing Update 2015

Dec 22, 2015

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.

This announcement is for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for any securities of the Company.

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ANNOUNCEMENT ON COMPLETION OF TRANSFER OF THE UNDERLYING ASSETS UNDER THE SIGNIFICANT ASSET RESTRUCTURING

The board of directors and all directors of Luoyang Glass Company Limited (the “ Company* ”) guarantee that there are no false statements or misleading representations contained in or material omissions from this announcement and jointly and severally accept responsibility for the truthfulness, accuracy and completeness of the contents of this announcement.

This announcement is made by the Company pursuant to Rule 13.09(2)(a) of the Listing Rules and the inside information provisions under Part XIVA of the Securities and Futures Ordinance (Chapter 571, Laws of Hong Kong).

Unless otherwise defined, terms used herein shall have the same meanings as defined in the circular of the Company dated 10 August 2015 and the announcement of the Company dated 6 November 2015 in relation to, among others, the acquisition, disposal and connected transactions of the Company.

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The significant asset restructuring, the acquisition of assets by issuance of Shares and cash and raising of supporting funds and connected transactions of the Company was vetted and conditionally approved by the CSRC Vetting Committee on 13 November 2015, and the Company received the Reply in relation to the Approval of the Issuance of Shares by Luoyang Glass Company Limited to China Luoyang Float Glass (Group) Company Limited for Asset Acquisition and Raising of Supporting Funds Proceeds (CSRC Permit [2015] No. 2813) (《關於核准洛陽玻璃股份有限公司向中國洛陽 浮法玻璃集團有限責任公司發行股份購買資產並募集配套資金的批覆》 ( 證監 許可[2015]2813號)) from the China Securities Regulatory Commission (“ CSRC* ”) on 4 December 2015. For details, please refer to the relevant announcements of the Company published on China Securities Journal, Shanghai Securities News, Securities Daily and the website of the Shanghai Stock Exchange on 5 December 2015 and the website of The Stock Exchange of Hong Kong Limited on 4 December 2015.

Upon the receipt of the approval document from the CSRC, the Company timely arranged and carried out the relevant work including the transfer of acquired assets and disposed assets involved in the significant asset restructuring. As of the date of disclosure of this announcement, the transfer and delivery procedures of the acquired assets and disposed assets under the significant asset restructuring and the relevant industrial and commercial registration of changes have been completed. The relevant matters are hereby announced as follows (unless otherwise specified, abbreviations used herein shall be identical to those used in the Report (Revision) on the Major Asset Swap, Acquisition of Assets by Issuance of Shares and Cash and Raising of Supporting Funds and Connected Transaction(s) of Luoyang Glass Company Limited* (《洛陽 玻璃股份有限公司重大資產置換及發行股份並支付現金購買資產並募集配套資金 暨關聯交易報告書（修訂稿)》) as published by the Company on the website of SSE (www.sse.com.cn) on 5 December 2015).

I. T R A N S F E R O F T H E U N D E R L Y I N G A S S E T S U N D E R T H E RESTRUCTURING AND THE REGISTRATION THEREOF

(I) Asset Transfer Agreement

On 21 December 2015, the Company and CLFG entered into the Transfer Agreement for the Significant Asset Restructuring of Luoyang Glass Company Limited and China Luoyang Float Glass (Group) Company Limited (the “ Asset Transfer Agreement* ”), pursuant to which, 21 December 2015 is set to be the date of transfer for the acquired assets and disposed assets under the restructuring, while 31 December 2015 is set to be the benchmark date for auditing the transferred assets under the restructuring for which an accounting firm was engaged to audit the profit and loss during the transitional period. It is also confirmed that the parties to the transaction have completed the relevant formalities for the transfer of the underlying assets as of the date of transfer.

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(II) Transfer of acquired assets

The acquired assets under this transaction are the 100% equity interests in Bengbu Company held by CLFG. On 14 December 2015, the 100% ordinary shares in Bengbu Company were transferred to the Company and the formalities for the registration of relevant changes were duly completed. Bengbu Company obtained a new business license (registration no. 9134030007873918XR) issued by the Industrial and Commercial Administration and Quality and Technology Supervision Bureau of Bengbu City. Upon completion of the registration of changes, Bengbu Company has become a wholly-owned subsidiary of the Company.

(III) Transfer of disposed assets

The disposed assets under this transaction are the 100% equity interests in Longhao Company, 63.98% equity interests in Longfei Company, 67% equity interests in Dengfeng Silicon Company, 52% equity interests in Yinan Huasheng and 40.29% equity interests in Mineral Products Company held by the Company and the debts (including account receivables, other receivables and entrusted loans) repayable by Longhao Company, Longfei Company, Longxiang Company, Yinan Huasheng and Mineral Products Company to the Company. Details of the completion of the transfer of the disposed assets are as follows:

1. Equity assets

The transfer of 100% equity interests in Longhao Company held by the Company to CLFG has been registered. The industrial and commercial registration for the relevant changes was duly completed on 16 December 2015.

The transfer of 63.98% equity interests in Longfei Company held by the Company to CLFG has been registered. The industrial and commercial registration for the relevant changes was duly completed on 18 December 2015.

The transfer of 67% equity interests in Dengfeng Silicon Company held by the Company to CLFG has been registered. The industrial and commercial registration of the relevant changes was duly completed on 15 December 2015.

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The transfer of 52% equity interests in Yinan Huasheng held by the Company to CLFG has been registered. The industrial and commercial registration of the relevant changes was duly completed on 21 December 2015.

The transfer of 40.29% equity interests in Mineral Products Company held by the Company to CLFG has been registered. The industrial and commercial registration of the relevant changes was duly completed on 16 December 2015.

2. Debt assets

According to the Asset Transfer Agreement entered into by the Company and CLFG, as of the date of this announcement, the Company has notified the corresponding debtors of the disposed debt assets in writing, i.e. Longhao Company, Longfei Company, Longxiang Company, Yinan Huasheng and Mineral Products Company, that all of the corresponding rights and obligations in relation to the receivables therefrom by the Company have been transferred to CLFG.

As of the date of this announcement, all of the disposed assets under this transaction have been transferred to the receiving party.

II. SUBSEQUENT EVENTS

As of the date of this announcement, the subsequent events relating to the significant asset restructuring mainly include:

1. The Company still needs to apply for and proceed with the confirmation procedures with Shanghai Branch of China Securities Depository and Clearing Corporation Limited for the registration of the 15,000,000 new Shares issued under the acquisition of assets through issuance of Shares, and the new Shares are subject to the approval for listing by SSE.

2. The Company shall proceed with matters including changes in and filing of the registered capital and articles of association with the industrial and commercial administrative authority.

3. The Company shall pay the outstanding cash consideration of RMB90,729,715 to CLFG for the acquisition.

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In addition, the CSRC has approved the Company to raise supporting funds through non-public issuance of not more than 32,137,519 Shares. The Company has the permission to raise the supporting funds during the effective term of the approval document, and there will not be any effect on the implementation of acquisition of assets through issuance of shares whether the supporting funds are successfully raised.

• III. O P I N I O N S O F I N T E R M E D I A R I E S I N R E L A T I O N T O T H E IMPLEMENTATION OF SIGNIFICANT ASSET RESTRUCTURING

(I) Verification opinion of independent financial adviser

Morgan Stanley Huaxin Securities Co., Ltd.* (摩根士丹利華鑫證券有限 責任公司), the independent financial adviser of the Company in relation to the acquisition of assets by issuance of Shares and cash and raising of supporting funds as well as connected transactions, is of the opinion that:

1. The transfer of the significant asset restructuring is in compliance with the requirements of laws, regulations, and regulatory documents including the Company Law, Securities Law and Measures on Restructuring. The transaction has obtained necessary approval or verification, and the corresponding obligation of information disclosure has been performed in compliance with the requirements of relevant laws and regulations.

2. The procedures for the transfer of acquired assets and disposed assets involved in the transaction have been completed.

3. Upon the completion of the transfer of underlying assets, the Company is still required to apply for registration procedures of changes in the shareholdings involved in the transaction with the Shanghai Branch of China Securities Depository and Clearing Corporation Limited as well as registration procedures of changes in matters including the registered capital with administrative authority for industry and commerce. There is no risk involved in relation to the failure of completion of the subsequent events mentioned above.

4. The Company will raise supporting funds by conducting the non-public issuance of no more than 32,137,519 new Shares to no more than 10 specific investors in compliance with the verification and approval of the CSRC.

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1. There is no actual legal impediment regarding the handling of subsequent events of the transaction. Under the circumstances where the parties deliver comprehensive performance of corresponding obligations in accordance with the relevant agreements and undertakings that they have entered into, there is no indication that the subsequent events will constitute material legal risks to the Company.

(II) Verification opinions of legal adviser

Beijing Kangda Law Firm, the legal adviser of the Company in relation to the acquisition of assets by issuance of Shares and cash and raising of supporting funds as well as connected transactions, is of the opinion that:

The Company has obtained necessary approval and authorization for the transaction, and such procedures are legal and valid. Procedures for the transfer of underlying assets involved in the transaction have been completed pursuant to the law. The Company currently holds the acquired assets in a lawful and valid manner while CLFG currently holds the disposed assets in a lawful and valid manner. There is no actual legal impediment regarding the handling of subsequent events of the transaction.

IV. DOCUMENTS AVAILABLE FOR INSPECTION

• (I) The Reply in relation to the Approval of the Issuance of Shares by Luoyang Glass Company Limited* to China Luoyang Float Glass (Group) Company Limited for Asset Acquisition and Raising of Supporting Funds Proceeds (CSRC Permit [2015] No. 2813) (《關於核准洛陽玻璃股份有限公司向中 國洛陽浮法玻璃集團有限責任公司發行股份購買資產並募集配套資金的 批覆》(證監許可[2015] 2813號)) issued by the CSRC;

• (II) Verification Opinions of Morgan Stanley Huaxin Securities Co., Ltd. (摩 根士丹利華鑫證券有限責任公司), the Independent Financial Adviser, on Luoyang Glass Company Limited’s Major Asset Swaps, Issuance of Shares, Acquisition of Assets by Cash and Raising of Supporting Funds Proceeds, as well as Asset Transfer under Connected Transaction(s) (《摩根士丹利華鑫 證券有限責任公司關於洛陽玻璃股份有限公司重大資產置換及發行股份 並支付現金購買資產並募集配套資金暨關聯交易資產交割情況之獨立財 務顧問核查意見》) issued by Morgan Stanley Huaxin Securities Co., Ltd.*; and

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• (III) Legal Opinions of Beijing Kangda Law Firm on Luoyang Glass Company Limited*’s Major Asset Swaps, Issuance of Shares, Acquisition of Assets by Cash and Raising of Supporting Funds Proceeds, as well as Underlying Asset Transfer under Connected Transaction(s) (《北京市康達律師事務所關於洛 陽玻璃股份有限公司重大資產置換及發行股份並支付現金購買資產並募 集配套資金暨關聯交易標的資產過戶的法律意見書》) issued by Beijing Kangda Law Firm.

Upon the completion of the significant asset restructuring, the Company will make further announcements pursuant to the requirements of relevant laws.

By order of the Board LUOYANG GLASS COMPANY LIMITED* Ma Liyun Chairman

Luoyang, the PRC 22 December 2015

As at the date of this announcement, the Board comprises four executive Directors: Mr. Ma Liyun, Mr. Ni Zhisen, Ms. Sun Lei and Mr. Xie Jun; two non-executive Directors: Mr. Zhang Chengong and Mr. Zhang Chong; and four independent non-executive Directors: Mr. Huang Ping, Mr. Dong Jiachun, Mr. Liu Tianni and Mr. Jin Zhanping.

• For identification purposes only

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