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Property Valuation Reports 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 securities of the Company. This announcement is not for release, publication or distribution in or into any jurisdiction where to do so would constitute a violation of the relevant laws of such jurisdiction. Wheelock and Company Limited (Incorporated in Hong Kong with limited liability) (Stock Code: 20) PROPERTY VALUATION REPORTS Reference is made to: (i) the scheme document jointly issued by Wheelock and Company Limited (the “Company”) and Admiral Power Holdings Limited (the “Offeror”) on 21 May 2020 in relation to, among other things, the proposed privatisation of the Company by the Offeror by way of a scheme of arrangement under section 673 of the Companies Ordinance, the proposed distribution to Scheme Shareholders of one Wharf REIC Share and one Wharf Share in respect of each Share held at the Proposal Record Date, and the proposed withdrawal of listing of the Shares on the Stock Exchange (the “Scheme Document”); and (ii) the summary of property valuation reports (the “Summary Property Valuation Reports”) enclosed in “Appendix V – Summary of Property Valuation Reports” to the Scheme Document, which include the text of the letters and the valuation summaries from Knight Frank Petty Limited in respect of the Property Interests held by each of (a) the Company, (b) Wharf, and (c) Wharf REIC respectively. Unless the context requires otherwise, capitalised terms used herein shall have the same meanings as defined in the Scheme Document. As only the Summary Property Valuation Reports are set out in the Scheme Document, the Company sets out the full property valuation reports to which the Summary Property Valuation Reports relate (the “Full Reports”) in the Appendix to this announcement for the attention of the Shareholders and/or potential investors. The Full Reports, among other documents, are available for inspection (i) on the website of the SFC at www.sfc.hk; (ii) on the website of the Company at www.wheelockcompany.com; and (iii) during normal business 1 Wheelock – Announcement 21 May 2020 hours from 9:00 a.m. to 5:00 p.m. (Hong Kong time) (except Saturdays, Sundays and gazetted public holidays in Hong Kong), at the principal place of business of the Company in Hong Kong at 23rd Floor, Wheelock House, 20 Pedder Street, Hong Kong, from the date of the Scheme Document up to the Effective Date or the date on which the Scheme lapses or is withdrawn. Pursuant to Rule 11.5(c) of the Takeovers Code, Knight Frank Petty Limited has given and has not withdrawn its written consent to the issue of this announcement with the inclusion therein of the Full Reports and the references to its name and report in the form and context in which they respectively appear. Warnings: Shareholders and/or potential investors should be aware that the Scheme and the Distribution are subject to the Scheme Conditions and Distribution Conditions being fulfilled or waived (as applicable), respectively, and thus the Proposal may or may not be implemented and the Scheme may or may not become effective. Shareholders and potential investors should therefore exercise caution when dealing in the securities of the Company. If you are in doubt as to the content of this announcement, any aspect of the Proposal or any action to be taken, you are encouraged to consult a licensed securities dealer or registered institution in securities, stockbroker, bank manager, solicitor, professional accountant or other professional advisers, and obtain independent professional advice. By Order of the Board Wheelock and Company Limited Wilson W. S. Chan Company Secretary Hong Kong, 21 May 2020 As at the date of this announcement, the board of directors of the Company comprises Mr. Douglas C. K. Woo, Mr. Stephen T. H. Ng, Mr. Stewart C. K. Leung, Mr. Paul Y. C. Tsui, Mr. Ricky K. Y. Wong, Mr. Horace W. C. Lee and Mrs. Mignonne Cheng, together with seven Independent Non-executive Directors, namely, Mr. Tak Hay Chau, Mr. Winston K. W. Leong, Mr. Alan H. Smith, Mr. Richard Y. S. Tang, Mr. Kenneth W. S. Ting, Ms. Nancy S. L. Tse and Dr. Glenn S. Yee. The 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 statements in this announcement misleading. 2 Wheelock – Announcement 21 May 2020 Knight Frank Petty Limited 4th Floor, Shui On Centre 6-8 Harbour Road Wan Chai, Hong Kong 21 May 2020 The Directors Wheelock and Company Limited 23rd Floor, Wheelock House 20 Pedder Street Central, Hong Kong Dear Sirs Valuation in Respect of Various Property Interests in the Hong Kong Special Administrative Region (hereinafter referred to as the " Property Interests") In accordance with the instructions from Wheelock and Company Limited (hereinafter referred to as the “Company”) and its subsidiaries or its associated companies, excluding The Wharf (Holdings) Limited and Wharf Real Estate Investment Company Limited (hereinafter together referred to as the “Group”) to value the Property Interests in the Hong Kong Special Administrative Region (“Hong Kong”), we confirm that we have made relevant enquiries and carried out searches and obtained such further information as we consider necessary for the purpose of providing you with our opinion of the market value of the Property Interests as at 31 March 2020 (the "Valuation Date") for public disclosure purposes. Our valuation is undertaken by qualified valuers with relevant experiences, as an independent valuer and is prepared in an unbiased and professional manner. Basis of Valuation In arriving at our opinion of market value, we followed “The HKIS Valuation Standards 2017” issued by The Hong Kong Institute of Surveyors (“HKIS”) and “The RICS Valuation – Global Standards 2020” issued by The Royal Institution of Chartered Surveyors (“RICS”). Under the said standards, market value is defined as: “the estimated amount for which an asset or liability should exchange on the valuation date between a willing buyer and a willing seller in an arm’s length transaction, after proper marketing and where the parties had each acted knowledgeably, prudently and without compulsion.” Market value is understood as the value of an asset or liability estimated without regard to the seller’s costs of sale or the buyer’s costs of purchase and without adjustment for any taxes payable by either party as a direct result of the transaction. 3 Wheelock – Announcement 21 May 2020 21 May 2020 Wheelock and Company Limited Market value is the most probable price reasonably obtainable in the market on the valuation date in keeping with the market value definition. It is the best price reasonably obtainable by the seller and the most advantageous price reasonably obtainable by the buyer. This estimate specifically excludes an estimated price inflated or deflated by special terms or circumstances such as atypical financing, sale and leaseback arrangements, special considerations or concessions granted by anyone associated with the sale, or any element of value available only to a specific owner or purchaser. Our valuation complies with the requirements set out in ‘‘The HKIS Valuation Standards 2017’’ issued by HKIS, ‘‘The RICS Valuation — Global Standards 2020’ issued by RICS and Chapter 5 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited. In valuing the Property Interests, we have complied with the requirements set out in Rule 11 of the Code on Takeovers and Mergers (the “Takeovers Code”) published by Securities and Futures Commission. Our valuation is based on 100% of the leasehold Property Interests. Valuation Methodologies In forming our opinion of value of the Property Interests in Group I which are held by the Group for investment, we have adopted the Income Approach on the basis of capitalisation of the rental income derived from the existing tenancies, where applicable, with due provision for the reversionary income potential of the Property Interests, or where appropriate, by the Market Approach by making reference to comparable sale transactions as available in the relevant market. In forming our opinion of value of the Property Interests in Group II which are held by the Group for sale and Group IV which are held by the Group for owner-occupation, we have considered the Market Approach by making reference to sales evidence as available in the market. In forming our opinion of value of the Property Interests in Group III which are held by the Group for development, we have valued them based on the development proposals, estimated development costs and costs incurred as at the Valuation Date, etc as provided to us and that they will be developed and completed in accordance with the latest development proposals given by the Group. We have assumed that all consents, approvals and licenses from relevant government authorities for the development proposals have been or will be obtained without onerous conditions or delays. We have also assumed that the design and construction of the developments are in compliance with the local planning and other relevant regulations and have been or will be approved by the relevant authorities.
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