Youzan Technology Limited — Capital/Financing Update 2017

Apr 26, 2017

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 purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for the securities of the Company.

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China Innovationpay Group Limited 中國創新支付集團有限公司

(Incorporated in Bermuda with limited liability)

(Stock Code: 8083)

COMPLETION OF PLACING OF NEW SHARES UNDER GENERAL MANDATE

Reference is made to the announcement of the Company dated 28 March 2017 in relation to, among other matters, the GM Placing (the “ Announcement ”). Capitalised terms used in this announcement shall have the same meanings as defined in the Announcement.

COMPLETION OF THE GM PLACING

The Board is pleased to announce that the conditions set out in the GM Placing Agreement have been fulfilled and the GM Placing was completed on 26 April 2017 in accordance with the terms and conditions of the GM Placing Agreement. A total of 788,600,000 GM Placing Shares have been successfully placed by the Placing Agent to not fewer than six (6) GM Placees at the GM Placing Price of HK$0.5 per GM Placing Share pursuant to the GM Placing Agreement. The net proceeds from the GM Placing received by the Company, after deducting all related costs, fees, expenses and commission, amount to approximately HK$390,156,000.

The Company intends to apply the net proceeds from the GM Placing: (I) approximately HK$50,000,000 on the expansion of the onshore prepaid cards business of the Company; (II) approximately HK$80,000,000 on expansion of the internet business of the Company; (III) approximately HK$70,000,000 on the development of the cross-border payment business of the Company; (IV) approximately HK$50,000,000 on maintenance and upgrade of the core payment systems of the Company; (V) approximately HK$70,000,000 in acquiring or investing in companies engaged in the upstream and downstream business of the Company; (VI) approximately HK$40,000,000 on the expansion of the offshore prepaid cards business of the Company; and (VII) approximately HK$30,156,000 as the general working capital of the Company.

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To the best of the Directors’ knowledge, information and belief, having made all reasonable enquiries, the GM Placees are independent of and not connected with the Company, the connected persons of the Company and their respective associates, and who and whose ultimate beneficial owners are Independent Third Parties and shall not be existing shareholders of the Company.

EFFECTS ON SHAREHOLDING STRUCTURE OF THE COMPANY

The shareholding structure of the Company (i) immediately before completion of the GM Placing and (ii) immediately after completion of the GM Placing are as follows:

	FFEChe sharmedia	FFEChe sharmedia	FFEChe sharmedia	FFEChe sharmedia	FFEChe sharmedia	FFEChe sharmedia	FFEChe sharmedia	FFEChe sharmedia	FFEChe sharmedia
NthMCYFWGCGOT	ame ofe Compighty A(Note 1ao Chunan Xiaoong Chiang Zhou Jiawaentral HM Placether pubotal	the shareholder ofanydvantage Enterprises Limited)meng (Note 2)tian (Note 2)Wah (Note 3)ngmin (Note 3)ng (Note 3)uijin Investment Limited (Note 1)eslic shareholders			Immediatelybefore completion ofthe GM PlacingNumber ofshares heldApproximateshareholdingpercentage			Immediatelyafter completion ofthe GM PlacingNumber ofshares heldApproximateshareholdingpercentage1,311,792,00019.04%47,620,0000.69%21,640,0000.31%1,000,0000.01%1,000,0000.01%1,000,0000.01%76,640,0001.11%788,600,00011.45%4,639,618,75367.37%6,888,910,753100.00%
			rprises Limited)		1,311,792,00047,620,000	21.50.7	0%8%	1,311,792,00047,620,000	1
					21,640,000	0.3	5%	21,640,000
					1,000,000	0.02%		1,000,000
			3)		1,000,0001,000,000	0.00.0	2%2%	1,000,0001,000,000
					76,640,000–4,639,618,7536,100,310,753	1.26%–76.05%100.00%		76,640,000788,600,0004,639,618,7536,888,910,753
									100.00%

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Notes:

1. Mighty Advantage Enterprises Limited (“ Mighty Advantage ”) is beneficially owned by Mr. Guan Guisen, who is an executive Director. Based on the best knowledge and information of the Directors as at the date of this announcement, Mighty Advantage has a short position of 1,140,000,000 Shares under a legal charge in connection with certain financing provided by Chance Talent Management Limited to Mighty Advantage. Chance Talent Management Limited is a wholly owned subsidiary of the China Construction Bank Corporation which is in turn controlled by Central Huijin Investment Limited.

2. Each of Mr. Cao Chunmeng and Mr. Yan Xiaotian is an executive Director.

3. Each of Dr. Fong Chi Wah, Mr. Wang Zhongmin and Mr. Gu Jiawang is an independent non-executive Director.

By Order of the Board China Innovationpay Group Limited Guan Guisen

Chairman

Hong Kong, 26 April 2017

As at the date of this announcement, the Board comprises three executive Directors, namely Mr. Guan Guisen, Mr. Cao Chunmeng and Mr. Yan Xiaotian; and three independent non-executive Directors, namely Dr. Fong Chi Wah, Mr. Wang Zhongmin and Mr. Gu Jiawang.

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 Company Announcements” page of the GEM website for at least 7 days from the date of its posting and on the Company’s website at www.innovationpay.com.hk.

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