Weiye Holdings Limited — Capital/Financing Update 2016

Oct 17, 2016

The Singapore Exchange Securities Trading Limited, 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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(Singapore Company Registration Number: 198402850E)

(Incorporated in the Republic of Singapore with limited liability)

(Hong Kong Stock Code: 1570) (Singapore Stock Code: BMA)

OVERSEAS REGULATORY ANNOUNCEMENT

ANNOUNCEMENT PURSUANT TO RULE 704(17)(C) OF THE

LISTING MANUAL OF THE SINGAPORE EXCHANGE SECURITIES TRADING LIMITED

This overseas regulatory announcement is issued pursuant to Part XIVA of the Securities and Futures Ordinance and Rule 13.10B of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited.

Please refer to the following pages which has been published by Weiye Holdings Limited (the “Company”) on the website of the Singapore Exchange Securities Trading Limited on 17 October 2016.

By order of the Board WEIYE HOLDINGS LIMITED Zhang Wei Executive Chairman

Hong Kong, 17 October 2016

As at the date of this announcement, the executive directors of the Company are Zhang Wei and Chen Zhiyong; the non-executive director of the Company is Dong Xincheng and the independent nonexecutive directors of the Company are Ong Kian Guan, Oh Eng Bin and Siu Man Ho Simon.

• For identification purpose only

WEIYE HOLDINGS LIMITED

(Company Registration No. 198402850E) (Incorporated in the Republic of Singapore)

ANNOUNCEMENT PURSUANT TO RULE 704(17)(C) OF THE LISTING MANUAL OF THE SINGAPORE EXCHANGE SECURITIES TRADING LIMITED

The board (the “Board”) of directors (the “Directors”) of WEIYE HOLDINGS LIMITED (the “Company” and together with its subsidiaries, the “Group”) wishes to announce that its wholly-owned subsidiary, Weiye Property Holdings (Shenzhen) Co., Ltd (“Weishen Property”) had on 26 September 2016 entered into a Share Transfer Memorandum of Understanding (“Share Transfer MOU”) with the shareholders of Huizhou Dayawan Pengrun Shiye Fazhan Co., Ltd (“HDPS”), Shenzhenshi Hengfengrun Shiye Co., Ltd and HDPS’s guarantor Shenzhenshi Lanting Hotel Co., Ltd (collectively “Transaction Parties”) in connection with the acquisition by Weishen Property of the entire share capital of HDPS so as to acquire the land-use rights (the “Land-Use Rights”) to residential-purposed land of 11,000 sq. metres in land area owned by HDPS (the “Acquisition”). HDPS is in the business of property development.

The Acquisition is in, or in connection with, the ordinary course of the Group’s business and will not change the risk profile of the Group. As such, the Acquisition is not a transaction pursuant to Chapter 10 of the Listing Manual and accordingly, the Acquisition is not subject to approval of shareholders of the Company. .

Pursuant to the Share Transfer MOU, Weishen Property proposed to acquire 100% equity interest in HDPS. The total purchase consideration shall be approximately RMB 130 million (the “Consideration”). The Consideration shall be paid in the following manner:

• i. 10% of Consideration of approximately RMB13.0 million being deposit paid within 2 business days upon signing of Share Transfer Agreement MOU, however if the Acquisition is deemed unsuitable by Weishen Property upon completion of due diligence, such deposit shall be fully refunded within 3 days upon completion of due diligence, otherwise, it shall be treated as part payment of the Consideration upon Acquisition Confirmation (as referred to below);

• ii. 2[nd] tranche, being 34% of Consideration of approximately RMB44.7 million payable upon completion of due diligence works and Acquisition Confirmation (as referred to below);

• iii. 3[rd] tranche, being 7% of Consideration of approximately RMB8.6 million payable upon handover of original land title certificate and planning certificate;

• iv. 4[th] tranche, being 37% of Consideration of approximately RMB48.7 million payable within 7 business days upon completion of the discharge of land title; and

• v. Final tranche, being 12% of Consideration of approximately RMB15.0 million payable within 3 business days upon clearing and handover of “ready for development” land.

On 27 September 2016, Weishen Property had made the payment of refundable deposit. On 17 October 2016, following completion of the due diligence works, the Transaction Parties confirmed and agreed to proceed with the Acquisition (“Acquisition Confirmation”) whereupon the Shares Transfer MOU became legally binding on the Transaction Parties as Share Transfer Agreement (“Share Transfer Agreement”) for the Acquisition.

The Consideration for the Acquisition shall be fully satisfied in cash. The Consideration was arrived at following arm’s length negotiations on a willing-buyer, willing-seller basis, and taking into account, the estimated market value of the Land-Use Rights within the vicinity.

The Acquisition shall be funded from the Group’s internal resources and bank loans, and is not expected to have any material impact on the net tangible assets per share and earnings per share of the Company and the Group for the current financial year ending 31 December 2016.

Pursuant to Rule 1010(5) of the Listing Manual, the Company has commissioned a valuation of the respective Land-Use Rights and the net book value, net tangible asset value and market valuation information of the Land-Use Rights to be acquired are as follows:

	HDPS
Valuer	ZhiXinDa (ShenZhen) ZiChanPingGu Co.,Ltd
Date of valuation	26 September 2016
Basis of valuation	Sales comparison approach
Valuation	RMB 135.0 million
Net book value and net tangibleasset value	RMB 0.83 million

Save for their interests in the shares of the Company, none of the Directors, substantial shareholders or controlling shareholders of the Company has any interest, direct or indirect, in the Acquisition.

A copy of the Share Transfer Agreement will be available for inspection during normal business hours at the Company’s registered address at 8 Pandan Crescent #01-06 Singapore 128464 and Company’s principal place of business in Hong Kong at Room 2105-06 21F Office Tower Langham Place 8 Argyle Street Mongkok Kowloon Hong Kong, for a period of three (3) months from the date of this announcement.

By order of the Board WEIYE HOLDINGS LIMITED

Zhang Wei Executive Chairman

17 October 2016