Space Group Holdings Limited — Capital/Financing Update 2021

Apr 16, 2021

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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Space Group Holdings Limited 恆宇集團控股有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock code: 2448)

COMPLETION OF PLACING OF NEW SHARES UNDER GENERAL MANDATE

Placing Agent

Reference is made to the announcement (the “ Announcement ”) of Space Group Holdings Limited (the “ Company ”) dated 17 March 2021 and 7 April 2021 in relation to the Placing. Unless otherwise defined, capitalised terms used herein shall have the same meanings as those defined in the Announcement.

The Board is pleased to announce that all the conditions set out in the Placing Agreement have been fulfilled and the Placing was completed on 16 April 2021 in accordance with the terms and conditions of the Placing Agreement. The Placing Agent has successfully placed an aggregate of 46,000,000 Placing Shares, representing approximately 6.05% of the issued share capital of the Company immediately before completion of the Placing and approximately 5.71% of the issued share capital of the Company as enlarged by the allotment and issue of the Placing Shares immediately after completion of the Placing, to not less than six Placees at the Placing Price of HK$2.35 per Placing Share.

To the best of the Directors’ knowledge, information and belief, having made all reasonable enquiries, the Placees and their respective ultimate beneficial owners are professional, institutional and/or other investors who are third parties independent of the Company, the connected persons of the Company and their respective associates. None of the Placees has become a substantial Shareholder (as defined in the Listing Rules) of the Company immediately after completion of the Placing.

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The net proceeds from the Placing (after deducting the relevant expenses) are approximately HK$106.5 million. The Company intends to use the net proceeds from the Placing as general working capital and for future expansion of the Group.

EFFECTS ON SHAREHOLDING STRUCTURE OF THE COMPANY

Set out below is the shareholding structure of the Company immediately before and after the completion of the Placing:

ShareholdersSpace Investment (BVI) LtdLoi Ka HouThe PlaceesPublic Shareholder	Immediately before thecompletion of the PlacingNumber ofSharesApproximate%541,500,00071.2566,665,0008.77––151,835,00019.98760,000,000100.00	Immediately after thecompletion of the PlacingNumber ofSharesApproximate%541,500,00067.1866,665,0008.2746,000,0005.71151,835,00018.84806,000,000100.00

By order of the Board

Space Group Holdings Limited Che Chan U Chairman

Hong Kong, 16 April 2021

As at the date of this announcement, the Board comprises Mr. Che Chan U, Ms. Lei Soi Kun and Mr. Ho Kwong Yu as executive Directors; and Mr. Fan Chun Wah, Andrew, Mr. Eulógio dos Remédios, José António and Ms. Leong Iat Lun as independent non-executive Directors.

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