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Sinopharm Tech Holdings Limited Capital/Financing Update 2021

Jun 24, 2021

51300_rns_2021-06-24_753f5799-8368-4688-8798-d12883ddd7fa.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.

This announcement appears for information purpose only and does not constitute an invitation or offer to acquire, purchase or subscribe for the securities of Sinopharm Tech Holdings Limited.

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SINOPHARM TECH HOLDINGS LIMITED 國藥科技股份有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 8156)

SUPPLEMENTAL ANNOUNCEMENT IN RELATION TO

(1) CONNECTED TRANSACTIONS: LOAN CAPITALISATION INVOLVING ISSUE OF NEW SHARES UNDER GENERAL MANDATE; AND

(2) LOAN CAPITALISATION INVOLVING ISSUE OF NEW SHARES UNDER GENERAL MANDATE

Reference is made to the announcement of Sinopharm Tech Holdings Limited (the “ Company ”) dated 8 June 2021 (the “ Announcement ”) in relation to (i) the connected transactions: Loan Capitalisation involving issue of new Shares under General Mandate; and (ii) the Loan Capitalisation involving issue of new Shares under General Mandate. Terms used herein shall have the same meanings as those defined in the Announcement, unless otherwise specified.

The Board would like to provide the Shareholders and potential investors of the Company with additional information that the five Loan Capitalisation Agreements are not inter-conditional with each other. Furthermore, the Fourth Subscriber and the Fifth Subscriber are not connected persons and not any of the associates of the connected persons of the Company. Therefore, the Fourth Loan Capitalisation Agreement and the Fifth Loan Capitalisation Agreement are not subject to the Independent Shareholders’ approval at the EGM.

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Each of the First Subscriber, the Second Subscriber and the Third Subscriber and their respective associates as illustrated in the table below are required to abstain from voting on the resolution(s) at the EGM respectively regarding the First Loan Capitalisation Agreement, the Second Loan Capitalisation Agreement and the Third Loan Capitalisation Agreement and the transactions contemplated thereunder:

The
parties
(the
“Parties”) who shall
be required to abstain
from voting on the
resolution(s)
at
the
EGM
Capacity Shareholding of the Parties as
at the
date of the Announcement
dated 8 June 2021
Shareholding of the Parties as
at the
date of the Announcement
dated 8 June 2021
Number of
Shares
Approximate
%
The
First
Loan
Capitalisation
Agreement
- The First Subscriber The contracted party
and the Director
4,000,000
(which are share
options if being
exercised)
0.09
- The
Second
Subscriber
by virtue of being an
associate (mother) of
the First Subscriber
4,656,000
(beneficial
interest)
0.11
4,000,000
(which are share
options if being
exercised)
0.09
- Mr. CHAN Tung Mei by virtue of being an
associate (father) of
the First Subscriber
3,020,000
(beneficial
interest)
0.07
3,600,000
(which are share
options if being
exercised)
0.08
- Ms. CHAN Siu Sarah by virtue of being an
associate (sister) of
the First Subscriber
7,235,000
(beneficial
interest)
0.17
3,600,000
(which are share
options if being
exercised)
0.08
- Best
Frontier
Investments Limited
(owned as to 99.89%
and 0.11% by the
Second
Subscriber
and Mr. CHAN Tung
Mei respectively)
by virtue of being an
associate of the First
Subscriber
632,920,856
(beneficial
interest)
14.57
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The
Second
Loan
Capitalisation
Agreement
- The
Second
Subscriber
The contracted party
and the Director
4,656,000
(beneficial
interest)
0.11
4,000,000
(which are share
options if being
exercised)
0.09
- Mr. CHAN Tung Mei by virtue of being a
close
associate
(spouse) of the Second
Subscriber
3,020,000
(beneficial
interest)
0.07
3,600,000
(which are share
options if being
exercised)
0.08
- The First Subscriber by virtue of being an
associate (son) of the
Second Subscriber
4,000,000
(which are share
options if being
exercised)
0.09
- Ms. CHAN Siu Sarah by virtue of being an
associate (daughter) of
the Second Subscriber
7,235,000
(beneficial
interest)
0.17
3,600,000
(which are share
options if being
exercised)
0.08
- Best
Frontier
Investments Limited
(owned as to 99.89%
and 0.11% by the
Second
Subscriber
and Mr. CHAN Tung
Mei respectively)
by virtue of being a
close associate of the
Second Subscriber
632,920,856
(beneficial
interest)
14.57
The
Third
Loan
Capitalisation
Agreement
- The Third Subscriber The contracted party
and by virtue of being
a
close
associate
(spouse) of a director
(Mr. Fung King Him
Daniel)
of
the
Company’s subsidiary
2,150,000
(beneficial
interest)
0.05
- Mr. Fung King Him
Daniel
by virtue of being a
close
associate
(spouse) of the Third
Subscriber
7,698,000
(beneficial
interest)
0.18
26,545,000
(which are share
options if being
exercised)
0.61
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The additional information above does not affect any information set out in the Announcement. Saved as disclosed above, all other information contained in the Announcement remains unchanged and shall continue to be valid for all purposes.

By order of the Board Sinopharm Tech Holdings Limited 國藥科技股份有限公司 CHAN Ting Chairperson

Hong Kong, 24 June 2021

As at the date of this announcement, the Board comprises Mr. CHAN Ting, Mr. LIAO Zhe and Mr. CHEUK Ka Chun Kevin as executive Directors, Madam CHEUNG Kwai Lan and Dr. CHENG Yanjie as non-executive Directors and Mr. LAU Fai Lawrence, Dr. LIU Ta-pei and Mr. CHAU Wai Wah Fred as independent non-executive Directors.

This announcement, for which the Directors collectively and individually accept full responsibility, includes particulars given in compliance with the GEM Listing Rules for the purpose of giving information with regard to the Company. The Directors, having made all reasonable enquiries, confirm that, to the best of their knowledge and belief the information contained in this announcement is accurate and complete in all material respects and not misleading or deceptive and there are no other matters the omission of which would make any statement herein or this announcement misleading.

This announcement will remain on the “Latest Listed Company Information” page of the GEM website at www.hkgem.com for a minimum period of 7 days from the date of its publication and on the website of the Company at www.sinopharmtech.com.hk.

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