Wang Tai : Announcements and Notices - MONTHLY UPDATE IN RELATION TO (I) VERY SUBSTANTIAL ACQUISITION AND CONNECTED TRANSACTION; (II) REVERSE TAKEOVER INVOLVING A NEW LISTING APPLICATION; (III) ISSUE OF CONSIDERATION SHARES UNDER SPECIFIC MANDATE; (IV) PROPOSED APPOINTMENT OF ADDITIONAL DIRECTORS; (V) POSSIBLE PLACING OF NEW SHARES UNDER SPECIFIC MANDATE; (VI) PROPOSED INCREASE IN AUTHORISED SHARE CAPITAL; AND (VII) APPLICATION FOR WHITEWASH WAIVER

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 any securities.

Wang Tai Holdings Limited

宏太控股有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1400) MONTHLY UPDATE IN RELATION TO

1. VERY SUBSTANTIAL ACQUISITION AND CONNECTED TRANSACTION;
2. REVERSE TAKEOVER INVOLVING A NEW LISTING APPLICATION;
3. ISSUE OF CONSIDERATION SHARES UNDER SPECIFIC MANDATE;
4. PROPOSED APPOINTMENT OF ADDITIONAL DIRECTORS;
5. POSSIBLE PLACING OF NEW SHARES UNDER SPECIFIC MANDATE;
6. PROPOSED INCREASE IN AUTHORISED SHARE CAPITAL; AND
7. APPLICATION FOR WHITEWASH WAIVER

References are made to the announcement of Wang Tai Holdings Limited (the "Company") dated 13 March 2017 (the "Initial Announcement") in relation to, among other things, a very substantial acquisition and connected transaction and a proposed reverse takeover involving a new listing application and a whitewash waiver application, the update announcement of the Company dated 21 March 2017, the announcement of the Company dated 3 April 2017 in relation to the delay in despatch of the circular in relation to the Transactions (the "Delay in Despatch Announcement"), the monthly update announcement of the Company dated 2 May 2017, the monthly update announcement of the Company dated 2 June 2017 and the last monthly update announcement of the Company dated 30 June 2017 and 31 July 2017 (the "June to July Updated Announcements") (collectively, the "Announcements"). Unless otherwise specified, capitalised terms used herein shall have the same meanings as those defined in the Announcements.

MONTHLY UPDATE

The Company wishes to update its Shareholders and potential investors on progress relating to the Transactions that have taken place from 31 July 2017 up to the date of this announcement, as follows:

As set out in the June to July Updated Announcements, for the purposes of facilitating Completion, the Parties agreed to use their best efforts to (i) submit the new listing application on or before 31 March 2017 (or such other date as may be agreed by the Purchaser and Vendor A) (ii) issue and despatch the Circular in accordance with the requirements under the Listing Rules and the Takeovers Code on or before 31 December 2017 (or such other date as may be agreed by the Purchaser and Vendor A). As at the date of this announcement, none of the relevant materials regarding the new listing application has been submitted to the Stock Exchange. The new listing application process has been postponed and the Purchaser and Vendor A have agreed to extend the time for (i) submitting the new listing application from a date falling on or before 31 March 2017 to a date falling on or before 30 October 2017 (or such other date as may be agreed by the Purchaser and Vendor A) and (ii) issuing and despatching the Circular on or before 31 December 2017 (or such other date as may be agreed by the Purchaser and Vendor A).

Further, the Company has been informed by the Target Company that the Target Company is till working out with Chao Shang Financial Holding Limited (潮商集團有限公司) （the "Investor" ), an independent third party who does not have any relationship with the Vendors other than business relationships in connection with the transactions contemplated under a legally binding term sheet (the "Term Sheet"), pursuant to which the Investor will subscribe for and the Target

Company will issue a secured floating rate note in the principal amount of HK$700,000,000 due 2019 (the "Note") for the purposes of financing the operation of the iron ore mines at the Eruu Gol Mining Area in Mongolia and the professional fees and expenses incurred or to be incurred in connection with the Transactions. Up to the date of this announcement, the transaction is still carrying on and the formal subscription agreement and/or any other similar document between the Target Company and the Investor has not yet been entered.

To the best knowledge, information and belief of the Directors after making all reasonable enquiry, none of the Investor or its ultimate beneficial owners holds any Shares or other securities of the Company as at the date of this announcement.

Completion of the Acquisition is conditional upon the satisfaction (or, if applicable, the waiver) of a number of conditions precedent set out in the Sale and Purchase Agreements. If any of the conditions precedent has not been fulfilled (or, if applicable, waived by the Purchaser) on or before the extended date of 31 March 2018 (or such later date as may be agreed between the Purchaser and Vendor A), the Purchaser may terminate the Sale and Purchase Agreements.

As disclosed in the June to July Updated Announcements, the Circular containing, among other things, (i) further details of the Transactions; (ii) further information about the Whitewash Waiver;

(iii) a letter of advice from the Independent Board Committee to the Independent Shareholders in relation to the Transactions and the Whitewash Waiver; (iv) a letter of advice from the independent financial adviser to the Independent Board Committee and the Independent Shareholders in

relation to the Transactions and the Whitewash Waiver; (v) financial information of the Target Group and of the Enlarged Group; (vi) information relating to the appointment of additional Directors; and (vii) a notice of the EGM and a form of proxy, was expected to be despatched to the Shareholders on or before 31 December 2017.

Further announcement(s) will be made by the Company to inform the Shareholders of any material developments relating to the Transactions and further announcement(s) will be made by the Company on a monthly basis to keep the Shareholders and potential investors updated on the Transactions.

Shareholders and potential investors of the Company are reminded that each of the acquisition contemplated under the Sale and Purchase Agreements and the Other Sale and Purchase Agreements and the Placing is subject to a number of conditions, which may or may not be fulfilled. In addition, the approval of the new listing application to be made by the Company and the Whitewash Waiver may or may not be granted. Shareholders and potential investors of the Company should exercise caution when they deal or contemplate dealing in the Shares or other securities of the Company.

By order of the Board

Wang Tai Holdings Limited

Lin Qingxiong

Chairman and Executive Director

Hong Kong, 31 August 2017

As at the date of this announcement, the Board comprises three executive Directors, namely Mr. Lin Qingxiong, Mr. Qiu Zhiqiang, and Mr. Deng Qinghui; and three independent non-executive Directors, namely Mr. Chan Sui Wa, Mr. Ma Chongqi and Mr. Yu Yubin.

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 statement in this announcement misleading.