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Shanghai Able Digital Science&Tech Co., Ltd. Capital/Financing Update 2020

Dec 14, 2020

50757_rns_2020-12-14_9626a254-eaec-4873-9d1c-9c4fb7907980.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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INSIDE INFORMATION

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

Reference is made to the announcement dated 29 October 2020 (the “ Announcement ”) published by the Company in relation to, among others, the SPA I entered into between Highkeen, a subsidiary of the Company, as the Vendor and the Purchaser I for the sale and purchase of 994,260,000 shares of CITIC Dameng on 29 October 2020 (after trading hours). Unless otherwise specified, capitalized terms used in this announcement shall have the same meanings as defined in the Announcement.

On 14 December 2020, the Vendor and the Purchaser I entered into a supplemental agreement to the SPA I (the “ Supplemental Agreement ”), pursuant to which the parties have agreed, among others:

  1. to extend the Completion Period under the SPA I to 15 January 2021;

  2. to amend the Completion Date under the SPA I to, (1) whichever is earlier, (i) 31 December 2020; or (ii) the Business Day following the date when an escrow amount of HK$824,719,200 (the “ Second Escrow Amount ”) is fully deposited into an escrow account by the Purchaser I, or (2) any other date within the Completion Period which the Purchaser I and the Vendor may agree in writing and on which the shares of CITIC Dameng can be traded on the Stock Exchange;

  3. to extend the date of payment of the Second Escrow Amount to 29 December 2020 or before; and

  4. that the Vendor agrees not to exercise its right of recourse under the SPA I for any breach of the agreement by the Purchaser I, if the Second Escrow Amount is deposited into the escrow account by the Purchaser I not later than 29 December 2020 and the Completion takes place not later than 15 January 2021.

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Save for those specifically amended and supplemented by the Supplemental Agreement, all other terms and conditions of the SPA I shall remain unchanged and shall continue to be in full force and effect.

As the Disposals may or may not proceed and are subject to the satisfaction of certain conditions precedent, Shareholders and potential investors are advised to exercise caution when dealing in the shares of the Company.

By Order of the Board CITIC Resources Holdings Limited Sun Yufeng Chairman

Hong Kong, 14 December 2020

As at the date hereof, Mr. Sun Yufeng; Mr. Suo Zhengang and Mr. Sun Yang are executive directors of the Company, Mr. Chan Kin is a non-executive director of the Company, and Mr. Fan Ren Da, Anthony; Mr. Gao Pei Ji and Mr. Look Andrew are independent non-executive directors of the Company.

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