ZO Future Group — Capital/Financing Update 2021

Jan 21, 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.

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COMPLETION OF ISSUE OF NEW SHARES UNDER GENERAL MANDATE

Reference is made to the announcement of Birmingham Sports Holdings Limited (the “Company”) dated 15 January 2021 in relation to the Subscription (the “Announcement”). Unless the context otherwise specified, capitalised terms used herein shall have the same meanings as those defined in the Announcement.

COMPLETION OF SUBSCRIPTION

The Board is pleased to announce that the condition precedent of the Subscription Agreements has been fulfilled and completion of the Subscription took place on 21 January 2021. The Subscription Shares, i.e., in aggregate 1,062,576,000 new Shares, were allotted and issued to the Subscribers at the Subscription Price of HK$0.13175 per Subscription Share pursuant to the terms and conditions of the Subscription Agreements.

EFFECT ON SHAREHOLDING STRUCTURE OF THE COMPANY

To the best of the knowledge, information and belief of the Directors having made all reasonable enquiries, the following table illustrates the shareholding structure of the Company immediately before and after the allotment and issue of the Subscription Shares:

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	Immediately before	the allotment	Immediately after the allotment	Immediately after the allotment
	and issue of the Subscription		and issue of the Subscription
Name of Shareholder	Shares		Shares
		Approximate		Approximate
		% of the		% of the
	Number of	total issued	Number of	total issued
	Shares	Shares(4)	Shares	Shares(4)
Substantial Shareholders
Trillion Trophy Asia
Limited(1)	5,425,000,000	29.76%	5,425,000,000	28.12%
Ever Depot Limited(2)	4,539,161,000	24.90%	4,539,161,000	23.53%
Dragon Villa Limited(3)	3,294,366,000	18.07%	3,294,366,000	17.08%
Public Shareholders
Global Mineral	-	-	541,000,000	2.80%
Join Surplus	-	-	521,576,000	2.70%
Other public Shareholders	4,967,895,508	27.26%	4,967,895,508	25.76%
Total :	18,226,422,508	100.00%	19,288,998,508	100.00%

Notes:

• (1) Trillion Trophy Asia Limited is a wholly-owned subsidiary of Wealthy Associates International Limited which in turn is wholly-owned by Mr. Suen Cho Hung, Paul.

• (2) Ever Depot Limited is a wholly-owned subsidiary of Graticity Real Estate Development Co., Ltd. which in turn is wholly-owned by Mr. Vong Pech.

• (3) Dragon Villa Limited is wholly-owned by Mr. Lei Sutong.

• (4) The percentage of the Shares are rounded to the nearest two decimal places, and the total number of the percentages are not equal to 100.00% due to rounding.

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

Hong Kong, 21 January 2021

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

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