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ZO Future Group Capital/Financing Update 2017

Dec 22, 2017

50510_rns_2017-12-22_eceba713-4113-4913-8561-4fbd2b005287.pdf

Capital/Financing Update

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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 any securities of the Company.

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BIRMINGHAM SPORTS HOLDINGS LIMITED 伯明翰體育控股有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 2309)

SUPPLEMENTAL ANNOUNCEMENT RELATING TO ISSUE OF NEW SHARES UNDER GENERAL MANDATE

Reference is made to the announcement of Birmingham Sports Holdings Limited (the “ Company ”) dated 14 December 2017 in relation to the issue of new Shares under the General Mandate (the “ Announcement ”). Unless the context otherwise specified, capitalised terms used herein shall have the same meanings as those defined in the Announcement.

The Company provides further information with respect to the amount owed by the Company to the Subscribers and the Subscribers as follows:

THE LOANS

Pursuant to the loan agreement dated 2 August 2017 entered into between the Company as borrower and Dragon Villa as lender, Dragon Villa has provided a term loan facility of up to HK$100 million to the Company. The loan facility is unsecured, for a term up to 31 July 2018 and bears interest at the rate of 4.5% per annum. As at the date of this announcement, HK$100 million of the loan facility has been utilised.

Pursuant to the loan agreement dated 10 October 2017 entered into between the Company as borrower and Chigwell as lender, Chigwell has provided a term loan facility of up to HK$150 million to the Company. The loan facility is unsecured, for a term up to 31 December 2018 and bears interest at the rate of 6.5% per annum. As at the date of this announcement, HK$70 million of the loan facility has been utilised.

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The Company borrowed the above loans (collectively the “ Loans ”) primarily for financing the funding requirement of the operation of the Group’s football club business and general working capital. The Loans were borrowed for financing the Group’s usual and ordinary course of business and are on normal commercial terms. Disclosure regarding the Loans will be made in the interim report of the Company for the six months ending 31 December 2017.

THE SUBSCRIBERS

Dragon Villa is an investment holding company which primarily invests in business management and consulting business in the PRC. Dragon Villa is ultimately beneficially owned as to 100% by Mr. Lei Sutong.

Chigwell is an investment holding company which primarily engages in hotel investment in the PRC. Chigwell is ultimately beneficially owned as to 100% by Mr. Wang Lehai.

To the best of the knowledge, information and belief of the Directors having made all reasonable enquiries, Dragon Villa and Chigwell and their respective ultimate beneficial owners are Independent Third Parties and there is no relationship, business arrangement or understanding among them.

By Order of the Board Birmingham Sports Holdings Limited Zhao Wenqing Chairman

Hong Kong, 22 December 2017

As at the date of this announcement, the Board comprises nine Directors, namely Mr. Zhao Wenqing (Chairman), Mr. Huang Dongfeng (Chief Executive Officer), Ms. Chan Yuk Yee, Mr. Yiu Chun Kong and Mr. Hsiao Charng Geng as Executive Directors; Mr. Sue Ka Lok as Non-executive Director; and Mr. To Yan Ming, Edmond, Mr. Pun Chi Ping and Ms. Leung Pik Har, Christine as Independent Non-executive Directors.

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