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ZO Future Group Regulatory Filings 2016

Jul 19, 2016

50510_rns_2016-07-19_4c583e81-7c10-41d2-a257-0b4023a9d333.pdf

Regulatory Filings

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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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BIRMINGHAM INTERNATIONAL HOLDINGS LIMITED 伯明翰環球控股有限公司

(Receivers Appointed)

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 2309)

(1) FURTHER DELAY IN DESPATCH OF CIRCULAR AND (2) CONTINUOUS SUSPENSION OF TRADING

References are made to the announcements of Birmingham International Holdings Limited (Receivers Appointed) (the “ Company ”) dated 6 June 2016 (the “ Announcement ”) and 8 June 2016 in relation to, among other things, the Proposed Restructuring, and the announcements of the Company dated 27 June 2016 and 8 July 2016 (the “ Delay Announcement ”) in relation to the delay in despatch of the Circular and continuous suspension of trading in the Shares. Unless otherwise specified, capitalised terms used herein shall have the same meanings as those defined in the Announcement.

FURTHER DELAY IN DESPATCH OF CIRCULAR

Pursuant to Rule 8.2 of the Takeovers Code, the Circular containing, among other things, details of the Proposed Restructuring including but not limited to the Share Subscription and the Whitewash Waiver should be posted within 21 days of the date of the Announcement, i.e. on or before 27 June 2016. As disclosed in the Delay Announcement, the Company applied for, and the Executive indicated that it was minded to grant, an extension of the latest despatch date of the Circular to 19 July 2016. On 12 July 2016, the Executive granted the extension of the latest despatch date of the Circular to 19 July 2016.

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As additional time is required for the Company to finalise certain information to be included in the Circular including, among other things, certain financial information of the Group, the Company has applied to the Executive for its consent to the further extension of the despatch date of the Circular to a date falling on or before 5 August 2016. The Executive has indicated that it is minded to grant such consent.

Further announcement(s) will be made by the Company on the revised timetable for the Proposed Restructuring in due course.

CONTINUOUS SUSPENSION OF TRADING

At the request of the Company, trading in the Shares on the Stock Exchange was halted with effect from 10:21 a.m. on 4 December 2014. Trading in the Shares will remain suspended until further notice. The Company will make further announcements on the latest development of the Group as and when appropriate pursuant to the requirements of the Listing Rules.

The publication of this announcement does not indicate any decision or conclusion from the Stock Exchange nor warrant any approval from the Stock Exchange on the resumption of trading in the Shares. The transactions contemplated under the Proposed Restructuring are subject to the fulfilment of various conditions, and therefore may or may not materialise. Shareholders and potential investors of the Company are advised to exercise caution when dealing in the Shares.

For and on behalf of

Birmingham International Holdings Limited

(Receivers Appointed)

Liu Yiu Keung Stephen, Yen Ching Wai David and Koo Chi Sum Joint and Several Receivers

Hong Kong, 19 July 2016

As at the date of this announcement, the Board comprises of six Directors, namely Mr. Liu Yiu Keung Stephen, Mr. Yen Ching Wai David and Ms. Koo Chi Sum as executive Directors; and Mr. Cheung Yuk Ming, Mr. Law Pui Cheung and Mr. Lai Hin Wing Henry Stephen as independent nonexecutive Directors.

All Directors jointly and severally accept full responsibility for the accuracy of the information contained in this announcement and confirm, having made all reasonable enquiries, that to the best of their knowledge, opinions expressed in this announcement have been arrived at after due and careful consideration and there are no other facts not contained in this announcement, the omission of which would make any statement in this announcement misleading.

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