Leyou Technologies Holdings Limited

THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION

If you are in any doubt as to any aspect about this circular, you should consult your stockbroker or other registered dealer in securities, bank manager, solicitor, professional accountant or other professional adviser. If you have sold or transferred all your shares in LEYOU TECHNOLOGIES HOLDINGS LIMITED, you should at once hand this circular and proxy form enclosed in this document to the purchaser or transferee or to the bank or stockbroker or other agent through whom the sale or transfer was effected for transmission to the purchaser or the transferee. Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this circular, 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 circular.

LEYOU TECHNOLOGIES HOLDINGSLIMITED 樂遊科技控股有限公司 (Incorporatedinthe CaymanIslands withlimited liability) (Stock Code: 1089)

RATIFICATION OF GRANT OF EXCESS OPTIONS AND NOTICE OF EXTRAORDINARY GENERAL MEETING

Capitalised terms used in this cover shall have the same meanings as those defined in the section headed “Definitions” in this circular, unless the context requires otherwise. A letter from the Board is set out on pages 4 to 15 of this circular. A notice convening the extraordinary general meeting (the “EGM”) of Leyou Technologies Holdings Limited to be held at Room 2, United Conference Centre, 10/F., United Centre, 95 Queensway, Admiralty, Hong Kong, on Monday, 16 December 2019 at 10:00 a.m. (Hong Kong time) is set out on pages 16 to 18 of this circular. A form of proxy for use by the shareholders of the Company at the EGM is enclosed herein. Whether or not you are able to attend the EGM, please complete the accompanying form of proxy in accordance with the instructions printed on the form and return it to the Company’s branch share registrar in Hong Kong, Tricor Investor Services Limited, at Level 54, Hopewell Centre, 183 Queen’s Road East, Hong Kong as soon as possible and in any event not later than 48 hours before the time appointed for holding the EGM (i.e. not later than Saturday, 14 December 2019 at 10:00 a.m. (Hong Kong time)) or any adjournment of such meeting. Completion and return of the form of proxy will not preclude you from attending and voting in person at the EGM or any adjournment of such meeting should you so wish.

27 November 2019 CONTENTS

Page

Definitions ...... 1

Letter from the Board...... 4

Notice of EGM...... 16

– i – DEFINITIONS

In this circular, unless the context otherwise requires, the following expressions shall have the meanings set out below:

“Announcements” collectively, the announcements of the Company dated 2 May 2019, 20 May 2019 and 5 June 2019

“associate(s)” has the meaning ascribed to it under the Listing Rules

“Athlon Games” Athlon Games, Inc., a subsidiary of the Company incorporated in the US

“Board” the board of Directors

“close associate(s)” has the meaning ascribed to it under the Listing Rules

“Company” Leyou Technologies Holdings Limited, a company incorporated in the Cayman Islands with limited liability, the shares of which are listed on the Stock Exchange (stock code: 1089)

“core connected person(s)” has the meaning ascribed to it under the Listing Rules

“Digital Extremes” Digital Extremes Ltd, an indirect 97%-owned subsidiary of the Company incorporated in Canada

“Director(s)” the director(s) of the Company from time to time

“EGM” the extraordinary general meeting of the Company to be held at Room 2, United Conference Centre, 10/F., United Centre, 95 Queensway, Admiralty, Hong Kong on Monday, 16 December 2019 at 10:00 a.m. (Hong Kong time) or any adjournment thereof for the purpose of considering and, if thought fit, approving the resolution proposed in the notice of the EGM

– 1 – DEFINITIONS

“Excess Options” 125,089,021 Share Options outstanding as at the Latest Practicable Date which were in excess of the Scheme Mandate Limit and part of the Share Options granted on 2 May 2019 and all of the Share Options granted on 20 May 2019 and 5 June 2019

“Group” the Company and its subsidiaries

“Guangzhou Radiance” Guangzhou Radiance Software Technology Co. Ltd* （廣州榮端軟件科技有限公司）, a 51%-owned subsidiary of the Company established in the PRC

“HK$” Hong Kong dollar, the lawful currency of Hong Kong

“Hong Kong” the Hong Kong Special Administrative Region of the PRC

“King Maker” King Maker (Beijing) Technology Co., Ltd, an indirect wholly-owned subsidiary of the Company established in the PRC

“Latest Practicable Date” 25 November 2019, being the latest practicable date for ascertaining certain information contained herein prior to the printing of this circular

“Listing Rules” the Rules Governing the Listing of Securities on the Stock Exchange as amended from time to time

“PRC” the People’s Republic of China, which for the purposes of this circular, excludes Hong Kong, the Macau Special Administrative Region and Taiwan

“Scheme Mandate Limit” the maximum number of Shares which may be issued upon exercise of all share options granted or to be granted under the Share Option Scheme which shall not in aggregate exceed 10% of the Shares in issue as at 25 August 2017

“Share(s)” ordinary share(s) of HK$0.10 each in the share capital of the Company

“Shareholder(s)” holder(s) of the Share(s)

– 2 – DEFINITIONS

“Share Option(s)” an option to subscribe for Shares granted pursuant to the Share Option Scheme

“Share Option Scheme” the share option scheme adopted by the Company on 25 August 2017

“Stock Exchange” The Stock Exchange of Hong Kong Limited

“substantial shareholder(s)” has the meaning ascribed to it under the Listing Rules

“US” the United States of America

“%” per cent.

* For identification purposes only

– 3 – LETTER FROM THE BOARD

LEYOU TECHNOLOGIES HOLDINGSLIMITED 樂遊科技控股有限公司 (Incorporatedinthe CaymanIslands withlimited liability) (Stock Code: 1089)

Executive Directors: Registered office: Mr. Xu Yiran (Chairman and Chief Executive Officer) Cricket Square Mr. Li Yang (Deputy Chairman) Hutchins Drive Mr. Gu Zhenghao P.O. Box 2681 Mr. Cao Bo Grand Cayman, KY1-1111 Cayman Islands Non-executive Director: Mr. Eric Todd Principal place of business in Hong Kong: Independent non-executive Directors: Suite 3201, Tower Two Mr. Hu Chung Ming Lippo Centre Mr. Chan Chi Yuen 89 Queensway Mr. Kwan Ngai Kit Admiralty Hong Kong

27 November 2019

To the Shareholders

Dear Sir/Madam,

RATIFICATION OF GRANT OF EXCESS OPTIONS AND NOTICE OF EXTRAORDINARY GENERAL MEETING

I. INTRODUCTION

The purpose of this circular is to provide the Shareholders with (i) information regarding the resolution to be proposed at the EGM to approve, confirm and ratify the grant of the Excess Options and (ii) notice of the EGM.

– 4 – LETTER FROM THE BOARD

II. RATIFICATION OF GRANT OF EXCESS OPTIONS

Introduction

Reference is made to the following announcements of the Company:

(i) the announcement dated 2 May 2019, whereby the Board announced that the Company had granted 138,300,000 Share Options to grantees;

(ii) the announcement dated 20 May 2019, whereby the Board announced that the Company had granted 13,679,884 Share Options to grantees; and

(iii) the announcement dated 5 June 2019, whereby the Board announced that the Company had granted 2,500,000 Share Options to grantees.

Details of the Share Options as disclosed in the Announcements are reproduced below:

A. Share Options granted on 2 May 2019

Date of grant: 2 May 2019

Number of Share 138,300,000 Share Options (each Share Option shall Options granted: entitle the holder to subscribe for one Share)

Validity period of the The Share Options are exercisable within a period Share Options: of 42 months from the date of grant, subject to the vesting schedule

– 5 – LETTER FROM THE BOARD

Vesting period of the The vesting schedule of the Share Options and the Share Options and exercise price per Share are as follows: exercise price per Share: Number of Exercise Earliest Share Options price per Tranche vesting date to be vested Share (Note)

First 2 May 2020 46,099,987 HK$2.5 Second 2 May 2021 46,099,987 HK$2.8 Third 2 May 2022 46,100,026 HK$3.1

Total: 138,300,000

Note: Unless otherwise waived by the Board, the vesting of the Share Options, and the number of Share Options to be vested, on each of the above earliest vesting dates, are conditional upon the achievement by the grantee of certain performance targets. Share Options which do not vest on the earliest vesting date of a tranche may still vest on the vesting date(s) of subsequent tranche(s) if certain performance targets are achieved by the grantee.

Market price of the HK$2.32 per Share Shares on the date of grant:

Exercise price of the The lowest exercise price of HK$2.5 per Share, is Share Options: higher than the highest of (i) the closing price of HK$2.32 per Share as stated in the Stock Exchange’s daily quotations sheet on the date of grant; (ii) the average closing price of HK$2.284 per Share as stated in the Stock Exchange’s daily quotations sheets for the five business days immediately preceding the date of grant; and (iii) the nominal value of HK$0.1 of each Share.

– 6 – LETTER FROM THE BOARD

B. Share Options granted on 20 May 2019

Date of grant: 20 May 2019

Number of Share 13,679,884 (each Share Option shall entitle the Options granted: holder to subscribe for one Share)

Validity period of the The Share Options are exercisable within a period Share Options: of 42 months from the date of grant, subject to the vesting schedule

First 20 May 2020 4,559,959 HK$2.5 Second 20 May 2021 4,559,959 HK$2.8 Third 20 May 2022 4,559,966 HK$3.1

Total: 13,679,884

– 7 – LETTER FROM THE BOARD

Market price of the HK$2.24 per Share Shares on the date of grant:

Exercise price of the The lowest exercise price of HK$2.5 per Share, is Share Options: higher than the highest of (i) the closing price of HK$2.24 per Share as stated in the Stock Exchange’s daily quotations sheet on the date of grant; (ii) the average closing price of HK$2.286 per Share as stated in the Stock Exchange’s daily quotations sheets for the five business days immediately preceding the date of grant; and (iii) the nominal value of HK$0.1 of each Share.

C. Share Options granted on 5 June 2019

Date of grant: 5 June 2019

Number of Share 2,500,000 (each Share Option shall entitle the holder Options granted: to subscribe for one Share)

Validity period of the The Share Options are exercisable within a period Share Options: of 42 months from the date of grant, subject to the vesting schedule

– 8 – LETTER FROM THE BOARD

First 5 June 2020 833,333 HK$2.5 Second 5 June 2021 833,333 HK$2.8 Third 5 June 2022 833,334 HK$3.1

Total: 2,500,000

Market price of the HK$2.3 per Share Shares on the date of grant:

Exercise price of the The lowest exercise price of HK$2.5 per Share, is Share Options: higher than the highest of (i) the closing price of HK$2.3 per Share as stated in the Stock Exchange’s daily quotations sheet on the date of grant; (ii) the average closing price of HK$2.342 per Share as stated in the Stock Exchange’s daily quotations sheets for the five business days immediately preceding the date of grant; and (iii) the nominal value of HK$0.1 of each Share.

Among the 138,300,000 Share Options granted on 2 May 2019 as described above, 12,750,000 Share Options were granted to Mr. Li Yang, an executive Director of the Company, who abstained from voting on the grant of the Share Options to himself at the board meeting held on 2 May 2019. The grant of Share Options to Mr. Li Yang was approved by all the independent non-executive Directors in accordance with rule 17.04(1) of the Listing Rules.

– 9 – LETTER FROM THE BOARD

Save as disclosed, none of the grantees of the Share Options granted on 2 May 2019, 20 May 2019 and 5 June 2019 was or is a Director, chief executive or substantial shareholder of the Company, or an associate of any of them.

Scheme Mandate Utilisation

The Scheme Mandate Limit, being the maximum number of Shares which may be issued upon exercise of all share options granted and to be granted under the Share Option Scheme, has not been refreshed since the adoption of the Share Option Scheme as approved by the Shareholders at the extraordinary general meeting held on 25 August 2017. Accordingly, the Scheme Mandate Limit is 292,468,000 Shares, representing 10% of the Shares in issue as at 25 August 2017.

The Scheme Mandate Limit was partially utilised with the grant of 277,844,600 Share Options on 24 October 2017. Immediately preceding the grant of the Share Options on 2 May 2019, the remaining balance of the Scheme Mandate Limit was 29,246,800 Shares, after taking into account the lapse of certain Share Options in December 2018.

The Share Options granted on 2 May 2019, 20 May 2019 and 5 June 2019 entitle their holders to subscribe for an aggregate number of 154,479,884 Shares. As such, part of the Share Options granted on 2 May 2019 and all of the Share Options granted on 20 May 2019 and 5 June 2019 to subscribe for an aggregate number of 125,233,084 Shares were granted in excess of the Scheme Mandate Limit. Subsequently in June 2019, 144,063 of such Share Options lapsed.

Accordingly, 125,089,021 Share Options outstanding as at the Latest Practicable Date were in excess of the Scheme Mandate Limit and in respect of the Shares which fall to be issued pursuant thereto, the Company had not made any application to the Stock Exchange for the listing of, and permission to deal in, such Shares.

As at the Latest Practicable Date, the Company has granted a total of 417,557,021 Share Options, representing approximately 142.8% of the Scheme Mandate Limit after taking into account the lapse of 14,767,463 Share Options since the adoption of the Share Option Scheme.

– 10 – LETTER FROM THE BOARD

A resolution that the grant of 125,089,021 Excess Options be approved, confirmed and ratified is being proposed for approval at the EGM. For the avoidance of doubt, a resolution that all the Share Options granted during the period from the date of the adoption of the Share Option Scheme up to the date of the passing of such resolution, to the extent that they were granted with insufficient mandate be approved, confirmed and ratified is being proposed for approval at the EGM.

Description of the participants

The table below sets forth a description of the participants who were granted an aggregate number of 154,335,821 Share Options on 2 May 2019, 20 May 2019 and 5 June 2019 (after taking into account the lapse of certain Share Options in June 2019), 125,089,021 of which were granted in excess of the Scheme Mandate Limit.

All the participants being granted Share Options on 2 May 2019, 20 May 2019 and 5 June 2019 were and still are employees or consultants of the Company or its subsidiaries except for Mr. Li Yang, an executive Director, who was granted 12,750,000 Share Options.

(a) Share Options granted on 2 May 2019

Participants’ relationship with Member(s) Place the member Number of Share of the Group of operation of the Group Options granted

The Company Hong Kong Mr. Li Yang, 12,750,000 an executive Director 7 employees 18,150,000

Athlon Games US 3 employees 5,000,000

King Maker and PRC 15 employees 10,900,000 Guangzhou Radiance

Digital Extremes Canada 22 employees 91,500,000

Total 138,300,000

– 11 – LETTER FROM THE BOARD

(b) Share Options granted on 20 May 2019

Participants’ relationship with Member(s) Place the member Number of Share of the Group of operation of the Group Options granted

The Company Hong Kong 2 employees 179,884 1 consultant 7,500,000

King Maker and PRC 63 employees 6,000,000 (Note) Guangzhou Radiance

Total 13,679,884 (Note)

Note: Among the 6,000,000 Share Options granted on 20 May 2019 to employees of King Maker and Guangzhou Radiance, 144,063 of such Share Options lapsed in June 2019. Therefore, 13,535,821 Shares Options outstanding were from the grant on 20 May 2019 after taking into account of such lapse of 144,063 Share Options.

Participants’ relationship with Member Place the member Number of Share of the Group of operation of the Group Options granted

The Company Hong Kong 1 employee 1,000,000 1 consultant 1,500,000

Total 2,500,000

As at the Latest Practicable Date, Mr. Li Yang beneficially owned 2,895,000 Shares, representing approximately 0.09% of the issued share capital of the Company. Mr. Li Yang and his associates will abstain from voting on the resolution to be proposed at the EGM to approve, confirm and ratify the grant of the Excess Options.

– 12 – LETTER FROM THE BOARD

The above participants, their respective associates and all core connected persons of the Company, to the extent they hold any Shares, will abstain from voting on the resolution to be proposed at the EGM to approve, confirm and ratify the grant of the Excess Options.

III. CONDITIONS

The grant of Excess Options is conditional upon:

(i) the passing of the ordinary resolution by the Shareholders at the EGM to approve, confirm and ratify the grant of the Excess Options (the “Shareholders’ Approval”); and

(ii) the Listing Committee of the Stock Exchange granting the listing of, and the permission to deal in, the Shares to be issued pursuant to the exercise of such Excess Options (the “Listing Approval”).

An application will be made by the Company to the Stock Exchange for the Listing Approval.

In the event that the Company fails to obtain the Shareholders’ Approval and/or Listing Approval:

(a) the Company will cancel the Excess Options; and

(b) the 29,246,800 Share Options which were granted within the Scheme Mandate Limit on 2 May 2019 will be shared, on a pro-rata basis, by all of the grantees who were granted Share Options on 2 May 2019.

– 13 – LETTER FROM THE BOARD

IV. EGM

A notice convening the EGM to be held at Room 2, United Conference Centre, 10/F., United Centre, 95 Queensway, Admiralty, Hong Kong on Monday, 16 December 2019 at 10:00 a.m. (Hong Kong time) to consider and, if thought fit, approve, confirm and ratify the grant of the Excess Options is set out on pages 16 to 18 of this circular.

As at the Latest Practicable Date, Mr. Yuk Kwok Cheung Charles, the controlling shareholder of the Company, beneficially owned 1,613,994,522 Shares, representing approximately 52.37% of the issued share capital of the Company. Mr. Yuk Kwok Cheung Charles and his associates are entitled to vote at the EGM and they have indicated their intention to vote in favour of the resolution to be proposed at the EGM to approve, confirm and ratify the grant of the Excess Options in respect of their respective shareholdings in the Company.

Whether or not you are able to attend the EGM, please complete the accompanying form of proxy in accordance with the instructions printed on the form and return it to the Company’s branch share registrar in Hong Kong, Tricor Investor Services Limited, at Level 54, Hopewell Centre, 183 Queen’s Road East, Hong Kong as soon as possible and in any event not later than 48 hours before the time appointed for holding the EGM (i.e. not later than Saturday, 14 December 2019 at 10:00 a.m. (Hong Kong time)) or any adjournment of such meeting. Completion and return of the form of proxy will not preclude you from attending and voting in person at the EGM or any adjournment of such meeting should you so wish.

Pursuant to Rules 13.39(4) and 13.39(5) of the Listing Rules, the resolution proposed to be approved at the EGM will be taken by poll and an announcement will be made by the Company on the results of the EGM.

V. RESPONSIBILITY STATEMENT

This circular, for which the Directors collectively and individually accept full responsibility, includes particulars given in compliance with the 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 circular 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 circular misleading.

– 14 – LETTER FROM THE BOARD

VI. RECOMMENDATION

As disclosed in the annual report of the Company for the year ended 31 December 2018, the game development and publishing business was the Group’s main source of revenue. The revenue and profit of this business segment were mainly contributed by Warframe, a game developed and published by Digital Extremes. The revenue contributed by Digital Extremes to the Group increased significantly from US$144,080,000 for the year ended 31 December 2017 to US$194,481,000 for the year ended 31 December 2018. The subsidiaries in the PRC, namely King Maker and Guangzhou Radiance have also contributed revenue in the amount of US$136,000 for the year ended 31 December 2018 (2017: nil) and played a key role for the development of pipeline products such as Civilization Online and other new products of the Company.

The Directors believed at the time of the grant of the Excess Options and still believe that such grant could play a role in sustaining revenue growth in the Group’s game development and publishing business for the financial year ending 31 December 2019. The grant recognised and motivated the contribution of the grantees and helped the Company retain its existing employees as the Excess Options were granted subject to a vesting schedule. The grant also provided grantees with more incentive to attain the long-term business objectives of the Company when they had a direct economic interest.

In view of the reasons stated above, the Directors consider that the ratification of the grant of Excess Options to be in the interests of the Company and the Shareholders as a whole. The Directors therefore recommend that the Shareholders vote in favour of the resolution to be proposed at the EGM to approve, confirm and ratify the grant of the Excess Options.

Yours faithfully, For and on behalf of the Board of Leyou Technologies Holdings Limited Xu Yiran Chairman and Chief Executive Officer

– 15 – NOTICE OF EGM

LEYOU TECHNOLOGIES HOLDINGSLIMITED 樂遊科技控股有限公司 (Incorporatedinthe CaymanIslands withlimited liability) (Stock Code: 1089)

NOTICE IS HEREBY GIVEN that the extraordinary general meeting (the “EGM”) of Leyou Technologies Holdings Limited (the “Company”) will be held at Room 2, United Conference Centre, 10/F., United Centre, 95 Queensway, Admiralty, Hong Kong on Monday, 16 December 2019 at 10:00 a.m. for the following purposes of considering and, if thought fit, with or without amendments, passing the following resolution as ordinary resolution:

ORDINARY RESOLUTION

1.(a) “THAT the 125,089,021 outstanding share options granted to certain eligible participants (the “Grantees”), none of whom, except for Mr. Li Yang who is an executive director of the Company, is a director, chief executive or substantial shareholder of the Company, or an associate of any of them, under the share option scheme of the Company adopted on 25 August 2017 (the “Share Option Scheme”) which were in excess of the Scheme Mandate Limit (as defined in the Share Option Scheme) and part of the share options granted on 2 May 2019 and all of the share options granted on 20 May 2019 and 5 June 2019 (details of the grants of such share options are set out in the announcements of the Company dated 2 May 2019, 20 May 2019 and 5 June 2019 respectively) (the “Excess Options”), with each of the 125,089,021 Excess Option entitling the holder thereof to subscribe for one ordinary share of HK$0.1 each in the share capital of the Company (the “Share(s)”), be and are hereby approved, confirmed and ratified, and THAT for the avoidance of doubt, all the share options granted under the Share Option Scheme (“Share Options”) during the period from the date of the adoption of the Share Option Scheme up to the date of the passing of this resolution, to the extent that they were granted with insufficient mandate, be and are hereby approved, confirmed and ratified.”

– 16 – NOTICE OF EGM

(b) “THAT any director of the Company, be and is hereby authorised for and on behalf of the Company to sign, seal, execute, perfect, perform and deliver all such instruments, documents and deeds, and do all such acts, matters and things and take all such steps as he may in his discretion consider necessary, desirable or expedient to give full effect to the grant, issue and exercise of the Excess Options and all such Share Options during the period from the date of the adoption of the Share Option Scheme up to the date of the passing of this resolution, to the extent that they were granted with insufficient mandate, and THAT any and all such acts be and are hereby approved, confirmed and ratified.”

By Order of the Board of Leyou Technologies Holdings Limited Xu Yiran Chairman and Chief Executive Officer

Hong Kong, 27 November 2019

Registered office: Cricket Square Hutchins Drive P.O. Box 2681 Grand Cayman KY1-1111 Cayman Islands

Principal place of business in Hong Kong: Suite 3201, Tower Two Lippo Centre 89 Queensway Admiralty Hong Kong

– 17 – NOTICE OF EGM

Notes:

1. All times stated in this notice refer to Hong Kong time.

2. A member of the Company who is a holder of two or more shares of the Company, and who is entitled to attend and vote at the EGM is entitled to appoint more than one proxy to attend and vote in his/her stead. A proxy need not be a member of the Company. Completion and return of the form of proxy will not preclude a member of the Company from attending and voting in person at the EGM and any adjournment thereof. In such event, his form of proxy will be deemed to have been revoked.

3. A form of proxy for the EGM is enclosed with the Company’s circular dated 27 November 2019. In order to be valid, the form of proxy duly completed and signed in accordance with the instructions printed on the form together with a valid power of attorney or other authority, if any, under which it is signed, or a notarially certified copy of such power or authority, must be deposited at the Company’s branch share registrar in Hong Kong, Tricor Investor Services Limited, at Level 54, Hopewell Centre, 183 Queen’s Road East, Hong Kong not less than 48 hours before the time appointed for holding the EGM (i.e. not later than Saturday, 14 December 2019 at 10:00 a.m.) or any adjournment of such meeting.

4. The Hong Kong branch register of members of the Company will be closed from Wednesday, 11 December 2019 to Monday, 16 December 2019 (both dates inclusive), for the purpose of determining the members of the Company who are entitled to attend and vote at the EGM. No transfers of shares of the Company will be effected during the said period. In order to be eligible to attend and vote at the EGM, all share transfer documents accompanied by the relevant share certificates must be lodged with the Company’s branch share registrar in Hong Kong, Tricor Investor Services Limited, at Level 54, Hopewell Centre, 183 Queen’s Road East, Hong Kong, no later than 4:30 p.m. on Tuesday, 10 December 2019 for registration.

5. As at the date of this notice, Mr. Li Yang, an executive director of the Company (a “Director”) and a Grantee, beneficially owned 2,895,000 Shares, representing approximately 0.09% of the issued share capital of the Company. Mr. Li Yang and his associates will abstain from voting on the resolution at the EGM to approve, confirm and ratify the grant of the Excess Options.

As at the date of this notice, the Board comprises Mr. Xu Yiran (Chairman and Chief Executive Officer), Mr. Li Yang (Deputy Chairman), Mr. Gu Zhenghao and Mr. Cao Bo as executive Directors, Mr. Eric Todd as non-executive Director, and Mr. Hu Chung Ming, Mr. Chan Chi Yuen and Mr. Kwan Ngai Kit as independent non-executive Directors.

– 18 –