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

Jun 10, 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 IN RELATION TO MAJOR AND CONNECTED TRANSACTIONS AND PROPOSED ISSUANCE AND PLACING OF A SHARES

References are made to the announcements of Luoyang Glass Company Limited* (the “ Company ”) dated 10 June 2015, 29 May 2015, 22 May 2015, 12 May 2015, 10 April 2015, 31 March 2015, 13 March 2015, 20 January 2015, 31 December 2014, 23 December 2014, 18 December 2014, 16 December 2014, 12 December 2014, 5 December 2014, 28 November 2014, 21 November 2014, 14 November 2014, 11 November 2014, 4 November 2014, 28 October 2014, 21 October 2014, 14 October 2014, 10 October 2014, 26 September 2014, 19 September 2014, 12 September 2014, 9 September 2014, 2 September 2014, 26 August 2014, 19 August 2014, 12 August 2014, 8 August 2014, 1 August 2014, 25 July 2014 and 18 July 2014 regarding the significant asset restructuring. Unless otherwise defined herein or the context otherwise requires, all capitalised terms used herein shall have the same meanings as defined in the above mentioned announcements.

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On 10 June 2015, the Company and CLFG entered into the Formal Agreement which superseded the Framework Agreement. Pursuant to the Formal Agreement, (i) the Company has conditionally agreed to transfer its Sale Interests in the Outgoing Entities and the amounts due from the Outgoing Entities to the Company to CLFG for a total consideration of RMB494,179,465; (ii) CLFG has conditionally agreed to transfer its 100.00% equity interest in the Incoming Entity to the Company for a consideration of RMB674,909,180; and (iii) the difference between the considerations of the Disposal and the Acquisition of RMB180,729,715 will be partially settled by cash of RMB90,729,715 from the proceeds of the Proposed A Share Placing within two months after the completion of the Proposed A Share Placing while the remaining balance of RMB90,000,000 will be settled by the allotment and issue of 15,000,000 Consideration Shares to CLFG at the issue price of RMB6.00 per Consideration Share. Further details of the Formal Agreement are disclosed in the Company’s another announcement dated 10 June 2015.

Proposed transactions in the Formal Agreement changes the original transaction structure in the Framework Agreement such that CLFG’s shareholding percentage in the total issued share capital of the Company shall increase by less than 2% from approximately 31.80% to approximately 33.79% after completion of the issue of the Consideration Shares but before the Proposed A Share Placing and the transfer of the Transfer Shares. As a result, CLFG and parties acting in concert with it would not be obligated under the Formal Agreement to make a mandatory general offer for all the Shares not already owned or agreed to be acquired by it and parties acting in concert with it pursuant to the Takeovers Code and the transactions contemplated under the Formal Agreement have no implication under the Takeovers Code while the significant asset restructuring proceeds according to the Formal Agreement going forward. Accordingly, the Whitewash Waiver will not be required.

The Company announced in its first quarterly report for the three months ended 31 March 2015 that the report constituted a profit forecast and the reports from the Company’s auditors and financial adviser on the profit estimate were required to be included in the next document to be sent to the Shareholders under Rule 10 of the Takeovers Code. Given that the proposed transactions do not have implications under the Takeovers Code, the Board hereby clarifies that the Company is not required to comply with the provisions under the Takeovers Code (including the abovementioned requirement) while the significant asset restructuring proceeds according to the Formal Agreement going forward and therefore the report under Rule 10 of the Takeovers Code will not be required.

By order of the Board Luoyang Glass Company Limited Ma Liyun* Chairman

Luoyang, the PRC 10 June 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.

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The Directors jointly and severally accept full responsibility for the accuracy of the information contained in this announcement (other than those relating to CLFG) and confirm, having made all reasonable enquiries, 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.

The directors of CLFG jointly and severally accept full responsibility for the accuracy of the information contained in this announcement (other than those relating to the Group) and confirm, having made all reasonable enquiries, 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.

• For identification purposes only

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