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TIL Enviro Limited Capital/Financing Update 2018

Nov 5, 2018

50171_rns_2018-11-05_38d57fe1-4fd3-4ea3-8c6e-3f8d5a34be82.pdf

Capital/Financing Update

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Unless otherwise defined, capitalised terms and expressions used in this announcement shall have the same meanings as those defined in the prospectus (the ‘‘Prospectus’’) of TIL Enviro Limited (the ‘‘Company’’) dated 31 October 2018.

Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited (the ‘‘Stock Exchange’’) and Hong Kong Securities Clearing Company Limited (‘‘HKSCC’’) 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 securities. Potential investors should read the Prospectus carefully for detailed information about the Company and the Share Offer described in this announcement before deciding whether or not to invest in the Offer Shares thereby being offered.

This announcement is not for release, publication, distribution, directly or indirectly, in or into the United States (including its territories and possessions, any state of the United States and the District of Columbia). This announcement does not constitute or form a part of any offer or solicitation to purchase or subscribe for securities in the United States. The securities mentioned herein have not been, and will not be, registered under the United States Securities Act of 1933 (the ‘‘Securities Act’’) as amended from time to time. The securities may not be offered or sold in the United States except pursuant to an exemption from the registration requirements of the Securities Act and in compliance with any applicable state securities laws. There will be no public offer of securities in the United States.

TIL ENVIRO LIMITED 達 力 環 保 有 限 公 司

(Incorporated in the Cayman Islands with limited liability)

Stock code: 1790

ANNOUNCEMENT

(1) REDUCTION OF OFFER PRICE RANGE;

(2) EXPECTED PUBLICATION OF SUPPLEMENTAL PROSPECTUS; AND

(3) POSTPONEMENT OF THE LISTING

Reference is made to the Prospectus of our Company dated 31 October 2018.

REDUCTION OF OFFER PRICE RANGE

Our Company, in consultation with the Sole Bookrunner (for itself and on behalf of the Underwriters) and after taking into consideration the current market conditions, has determined that the indicative Offer Price as disclosed in the Prospectus and the Application Forms, i.e., not more than HK$0.80 per Offer Share and not less than HK$0.60 per Offer Share, to not more than HK$0.599 per Offer Share and not less than HK$0.50 per Offer

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Share (the ‘‘New Offer Price Range’’) (exclusive of brokerage of 1%, the SFC transaction levy of 0.0027% and the Stock Exchange trading fee of 0.005%). As set out in the Prospectus, the final Offer Price per Offer Share will be determined in the Price Determination Agreement to be entered into between the Sole Bookrunner (for itself and on behalf of the Underwriters) and our Company on the Price Determination Date, i.e. 6 November 2018 or such later date as the Sole Bookrunner (for itself and on behalf of the Underwriters) and our Company may agree. If for any reason, the Sole Bookrunner (for itself and on behalf of the Underwriters) and our Company are unable to agree on the Offer Price on the Price Determination Date, the Share Offer will not become unconditional and will lapse immediately.

EXPECTED PUBLICATION OF SUPPLEMENTAL PROSPECTUS

In order to enable applicants who have validly applied for the Public Offer Shares (‘‘Eligible Applicants’’) and other potential investors to consider the potential impact of the New Offer Price Range, the Company will issue a supplemental prospectus (‘‘Supplemental Prospectus’’) to provide further information to the Eligible Applicants and potential investors. The Company currently expects to issue a supplemental prospectus on or around 14 November 2018 in relation to the New Offer Price Range and the relevant updated financial information and other information in the Prospectus in connection with and as a result of the New Offer Price Range. For details of such new information, please refer to the Supplemental Prospectus to be issued by the Company.

POSTPONEMENT OF THE LISTING

In view of the New Offer Price Range, the current market conditions and in order to allow potential investors to have more time to make their investment decisions, it is expected that the timetable of the Share Offer will be revised. In order to enable Eligible Applicants to consider this new information, the Company currently expects to publish the Supplemental Prospectus on or around 14 November 2018.

Further information in relation to (1) revised expected timetable for the Listing; and (2) the relevant procedures for confirmation of applications for the Public Offer Shares by Eligible Applicants will be further announced by the Company in due course and set out in the Supplemental Prospectus.

By order of the Board TIL ENVIRO LIMITED 達力環保有限公司 Lim Chin Sean Chairman

Hong Kong, 5 November 2018

As at the date of this announcement, the non-executive Director is Mr. Lim Chin Sean; the executive Director is Mr. Wong Kok Sun; and the independent non-executive Directors are Mr. Tan Yee Boon, Mr. Hew Lee Lam Sang and Mr. Tam Ka Hei Raymond.

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