Automated : (1) PROPOSED RIGHTS ISSUE OF NOT LESS THAN 175,394,450 RIGHTS SHARES AND NOT MORE THAN 175,652,950 RIGHTS SHARES OF PAR VALUE HK$0.10 EACH AT HK$1.10 PER RIGHTS SHARE ON THE BASIS OF ONE RIGHTS SHARE FOR EVERY TWO EXISTING SHARES HELD ON THE RECORD DATE AND (2) CLOSURE OF REGISTER OF MEMBERS (2MB PDF)

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 purpose only and does not constitute an invitation or offer to acquire, purchase, or subscribe for any securities of the Company.

AUTOMATED SYSTEMS HOLDINGS LIMITED

(Incorporated in Bermuda with limited liability)

(Stock Code: 771)

1. PROPOSED RIGHTS ISSUE OF NOT LESS THAN 175,394,450 RIGHTS SHARES AND NOT MORE THAN 175,652,950 RIGHTS SHARES OF PAR VALUE HK$0.10 EACH AT HK$1.10 PER RIGHTS SHARE ON THE BASIS OF ONE RIGHTS SHARE FOR EVERY TWO EXISTING SHARES HELD ON THE RECORD DATE AND
2. CLOSURE OF REGISTER OF MEMBERS

Financial Advisor to the Rights Issue Underwriter to the Rights Issue PROPOSED RIGHTS ISSUE

The Company proposes to raise gross proceeds of approximately HK$192,934,000 to approximately HK$193,218,000 by issuing not less than 175,394,450 Rights Shares (assuming no outstanding Share Options will be exercised on or before the Record Date) and not more than 175,652,950 Rights Shares (assuming the outstanding Share Options will be exercised in full on or before the Record Date) at the Subscription Price of HK$1.10 per Rights Share on the basis of one (1) Rights Share for every two (2) existing Shares in issue on the Record Date. Fractional entitlements will not be allotted but will be aggregated and sold for the benefit of the Company.

The net proceeds from the Rights Issue after deducting expenses are estimated to be not less than approximately HK$189,243,000 (assuming no outstanding Share Options will be exercised on or before the Record Date) and not more than approximately HK$189,527,000 (assuming the outstanding Share Options will be exercised in full on or before the Record Date).

The net proceeds from the Rights Issue are intended to be applied in the following manner:

1. approximately 90% for financing the Acquisition. As the consummation of the Acquisition is subject to the fulfilment of certain conditions (the details of which are set out in the announcement of the Company dated 19th December 2016), in the event that completion of the Acquisition does not take place, such portion of the net proceeds may be applied to financing any future acquisition that the Company may conduct. As at the date of this announcement, the Company has not identified any specific target for such acquisition and the Company will closely monitor the potential development of the business of the Group and the market; and

2. approximately 10% as general working capital of the Group.

IRREVOCABLE UNDERTAKING AND THE UNDERWRITING AGREEMENT

The Committed Shareholder has irrevocably undertaken to the Company and the Underwriter, among other matters, that: (i) its Shares will remain registered in the same name until the close of business on the Record Date; (ii) it will subscribe or procure subscription in full for its entitlements under the Rights Issue pursuant to the terms of the Rights Issue and lodge with the Company's acceptance in respect of all the Rights Shares provisionally allotted to it, with payment in full; (iii) it will not and will procure that companies controlled by it will not, during the period from immediately after the execution of the Underwriting Agreement and prior to or on the date the Underwriting Agreement becoming unconditional, dispose of or transfer the beneficial interests in any of the Shares beneficially owned by it; (iv) it will apply or procure the application, by way of excess application, for 40,000,000 Rights Shares and lodge with the Company the form of application for 40,000,000 excess Rights Shares, with payment in full; and (v) it will accept or procure the acceptance of all the excess Rights Shares applied for or any less number of excess Rights Shares allotted to it.

The Underwriter has conditionally agreed to fully underwrite all the Rights Shares other than those agreed to be taken up by the Committed Shareholder pursuant to the Irrevocable Undertaking. Details of the major terms and conditions of the Underwriting Agreement are set out in the section headed "Underwriting Arrangements for the Rights Issue" in this announcement.

WARNING OF THE RISKS OF DEALINGS IN THE SHARES AND THE NIL-PAID RIGHTS SHARES The Rights Issue is conditional upon the fulfillment or waiver of the conditions set out below under the paragraph headed "Conditions of the Rights Issue" under the section headed "Proposed Rights Issue" in this announcement. In particular, it is subject to the Underwriting Agreement not being terminated in accordance with its terms (see the paragraph below headed "Termination of the Underwriting Agreement" under the paragraph headed "Underwriting Arrangements for the Rights Issue" in this announcement). If the Underwriter terminates the Underwriting Agreement, or the conditions of the Rights Issue are not fulfilled or waived, the Rights Issue will not proceed.

The last day of dealings in the Shares on the Stock Exchange on a cum-rights basis will be Thursday, 19th January 2017. The Shares will be dealt in on an ex-rights basis on the Stock Exchange from Friday, 20th January 2017. To qualify for the Rights Issue, a Qualifying Shareholder's name must appear on the register of members of the Company on the Record Date, which is currently expected to be Friday, 27th January 2017. In order to be registered as Shareholders on the Record Date, all completed transfer forms accompanied by the relevant share certificates must be lodged for registration not later than 4:30 p.m. on Monday, 23rd January 2017.

Any persons contemplating buying or selling Shares from the date of this announcement up to the date on which all the conditions of the Rights Issue are fulfilled or waived, and any dealings in the Rights Shares in their nil-paid form between Tuesday, 7th February 2017 to Tuesday, 14th February 2017 (both days inclusive), bear the risk that the Rights Issue may not become unconditional or may not proceed. CLOSURE OF REGISTER OF MEMBERS

The register of members of the Company will be closed from Tuesday, 24th January 2017 to Friday, 27th January 2017, both days inclusive, for the purpose of, among other things, qualify for the Rights Issue. No transfer of Shares will be registered during this period.

GENERAL

The Company will apply to the Listing Committee of the Stock Exchange for the listing of, and permission to deal in, the Rights Shares in both their nil-paid and fully-paid forms. The Company will despatch the Rights Issue Documents to each Qualifying Shareholder and the Prospectus to each Non-Qualifying Shareholder (if any), for their information only, on or about Friday, 3rd February 2017.

PROPOSED RIGHTS ISSUE

Basis of the Rights Issue: One (1) Rights Share for every two (2) existing Shares held on

the Record Date

Number of existing shares in 350,788,900 Shares issue as at the date

of this announcement:

Number of Rights Shares: Not less than 175,394,450 Rights Shares (assuming no

outstanding Share Options will be exercised on or before the Record Date) and not more than 175,652,950 Rights Shares (assuming the outstanding Share Options will be exercised in full on or before the Record Date)

The nil-paid Rights Shares proposed to be provisionally allotted pursuant to the terms of the Rights Issue represent 50% of the Company's existing issued share capital as at the date of this announcement and approximately 33.3% of the enlarged issued share capital of the Company immediately following completion of the Rights Issue.

As at the date of this announcement, the Company had outstanding 517,000 Shares Options, of which 396,000 outstanding Share Options are exercisable during the period from 19th March 2013 to 18th March 2022 and 121,000 outstanding Share Options are exercisable during the period from 2nd May 2013 to 1st May 2022. Had such outstanding Share Options been exercised in full, an additional 517,000 Shares (entitled to 258,500 Rights Shares) would be issued for the period from the date of this announcement to the Record Date.