WT Group Holdings Limited — Capital/Financing Update 2021

Dec 3, 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.

WT GROUP HOLDINGS LIMITED WT 集 團 控 股 有 限 公 司

(Incorporated in the Cayman Islands with limited liability)

(Stock code: 8422)

COMPLETION OF THE PLACING OF NEW SHARES UNDER GENERAL MANDATE

References are made to the announcements of WT Group Holdings Limited (the “ Company ”) dated 16 November 2021 in relation to the issue of new Shares under General Mandate (the “ Announcement ”). Unless otherwise stated, capitalised terms used herein shall have the same meanings as those defined in the Announcement.

COMPLETION OF THE PLACING

The Board is pleased to announce that the conditions precedent set out in the Placing Agreement have been fulfilled and the Completion took place on 3 December 2021. An aggregate of 200,000,000 Placing Shares have been allotted and issued to the Placees at the Placing Price of HK$0.042 per Placing Share pursuant to the terms and condition of the Placing Agreement.

To the best knowledge, information and belief of the Board, having made all reasonable enquiries, the Placees and their respective ultimate beneficial owners (if any) are professional, institutional, or other investors who are Independent Third Parties. None of the Placees has become a substantial shareholder of the Company immediately after the Completion.

The gross proceeds and net proceeds from the Placing is approximately HK$8.4 million and approximately HK$8.1 million (after deduction of the relevant expenses), respectively. It is expected that such net proceeds from the Placing will be utilized as to approximately HK$5.1 million for the existing construction projects of the Group and as to approximately HK$3.0 million for the general working capital of the Group.

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EFFECTS ON THE SHAREHOLDING STRUCTURE OF THE COMPANY

The following chart sets out the shareholding structure of the Company (i) immediately before the Completion; and (ii) immediately after the Completion:

Shareholders Placees CS Asia Opportunities Master Fund Other public shareholders Total	(a) Immediately before the Completion Number of Shares held Approximate % of Shares in issue – – 167,570,000 16.76 832,430,000 83.24 1,000,000,000 100.00	(b) Immediately after the Completion Number of Shares held Approximate % of Shares in issue 200,000,000 16.67 167,570,000 13.96 832,430,000 69.37 1,200,000,000 100.00	(b) Immediately after the Completion Number of Shares held Approximate % of Shares in issue 200,000,000 16.67 167,570,000 13.96 832,430,000 69.37 1,200,000,000 100.00
			100.00

By order of the Board WT Group Holdings Limited Kam Kin Bun Chairman and Executive Director

Hong Kong, 3 December 2021

As at the date of this announcement, the Board comprises Mr. Kam Kin Bun (Chairman), Mr. Kung Cheung Fai Patrick and Ms. Wong Mei Chun as executive Directors; Ms. Chan Sin Wa Carrie, Mr. Leung Chi Hung and Mr. Yu Tat Chi Michael as independent non-executive Directors.

This announcement, for which the Directors collectively and individually accept full responsibility, includes particulars given in compliance with the Rules Governing the Listing of Securities on GEM of The Stock Exchange of Hong Kong Limited 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 Company Announcements” page of the GEM website at www.hkgem.com for at least 7 days from the date of its publication and on the Company’s website at www.hklistco.com/8422.

This announcement is prepared in English language and translated into Chinese. In the event of any inconsistency between the Chinese and English versions, the English version shall prevail.

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