ZO Future Group — Share Issue/Capital Change 2017

Dec 28, 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.

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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)

COMPLETION OF ISSUE OF NEW SHARES UNDER GENERAL MANDATE

References are made to the announcements of Birmingham Sports Holdings Limited (the “ Company ”) dated 14 December 2017 (the “ Announcement ”) and 22 December 2017 respectively in relation to the Subscription. Unless the context otherwise specified, capitalised terms used herein shall have the same meanings as those defined in the Announcement.

COMPLETION OF THE 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 28 December 2017. The Subscription Shares, i.e., in aggregate 1,214,286,000 new Shares, were allotted and issued to the Subscribers at the Subscription Price of HK$0.14 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 beforethe allotment and issue ofthe Subscription SharesNumber ofSharesApproximate%3,825,000,00045.65%2,086,551,00024.90%––––2,468,154,67229.45%8,379,705,672100.00%	Immediately afterthe allotment and issue ofthe Subscription SharesNumber ofSharesApproximate%3,825,000,00039.87%2,086,551,00021.75%500,000,0005.21%714,286,0007.45%2,468,154,67225.72%9,593,991,672100.00%	Immediately afterthe allotment and issue ofthe Subscription SharesNumber ofSharesApproximate%3,825,000,00039.87%2,086,551,00021.75%500,000,0005.21%714,286,0007.45%2,468,154,67225.72%9,593,991,672100.00%
Name of ShareholderSubstantial ShareholdersTrillion Trophy Asia Limited_(Note 1)Ever Depot Limited(Note 2)_Public ShareholdersSplendid Wealth Enterprises Limited (Note 3)Dragon VillaOther public Shareholders
			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. Splendid Wealth Enterprises Limited is a wholly-owned subsidiary of Chigwell.

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

Hong Kong, 28 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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