Xinghua Port : Joint Announcement - Delay in Despatch of Composite Document

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this joint 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 joint announcement.

This joint announcement appears for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for securities of Xinghua Port Holdings Ltd.

ZHUHAI PORT (HONG KONG) CO., LIMITED XINGHUA PORT HOLDINGS LTD.

興 華 港 口 控 股 有 限 公 司 *

(Incorporated in Hong Kong with limited liability)	(Incorporated in the Republic of Singapore with limited liability)
	(Stock code:01990)

JOINT ANNOUNCEMENT

DELAY IN DESPATCH OF COMPOSITE DOCUMENT

References are made to (i) the joint announcement dated 29 July 2020 issued by Zhuhai Port (Hong Kong) Co., Limited (the "Offeror") and Xinghua Port Holdings Ltd. (the "Company"), in relation to, among other things, the voluntary conditional general cash offer (the "Offer") and the proposed withdrawal of listing of the Company (the "Rule 3.5 Announcement") and (ii) the announcement dated 31 July 2020 issued by the Company in relation to the appointment of the independent financial adviser and the clarification on certain shares of the Company held by a director of the Company. Unless otherwise stated, capitalised terms used in this joint announcement shall have the same meanings as those defined in the Rule 3.5 Announcement.

As set out in the Rule 3.5 Announcement, it is the intention of the Offeror and the Company to combine the offer document and the offeree board circular in the Composite Document in accordance with the Takeovers Code. Pursuant to Rule 8.2 of the Takeovers Code, the Composite Document accompanied by the form of acceptance and transfer is required to be despatched to the Shareholders within 21 days of the date of the Rule 3.5 Announcement (i.e. 19 August 2020) or such later date as the Executive may approve.

Additional time is required for finalising the information to be included in the Composite Document, including but not limited to (i) letter from Essence Corporate Finance; (ii) letter from the Board; and (iii) letter from Independent Financial Adviser; and (iv) certain sections of the appendices of the Composite Document. Accordingly, an application has been made to the Executive pursuant to Rule 8.2 of the Takeovers Code for its consent to extend the deadline for the despatch of the Composite Document to a date falling on or before 26 August 2020, and the Executive has indicated that it is minded to grant such consent.

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Further announcement(s) will be jointly made by the Offeror and the Company when the Composite Document accompanied by the form of acceptance and transfer is despatched.

By order of the board of directors of	By order of the board of directors of
Zhuhai Port (Hong Kong) Co., Limited	Xinghua Port Holdings Ltd.
Chen Hong	Patrick Ng Bee Soon
Director	Chairman and Executive Director
Hong Kong, 19 August 2020

As at the date of this joint announcement, the executive directors of the Company are Mr. Patrick NG Bee Soon, Mr. KOR Tor Khoon and Ms. Jane Kimberly NG Bee Kiok; the non-executive director of the Company is Mr. LEE Cheong Seng; and the independent non-executive directors of the Company are Mr. TAN Chian Khong, Mr. SOH Ee Beng and Mr. TING Yian Ann.

The directors of the Company jointly and severally accept full responsibility for the accuracy of information contained in this joint announcement (other than any information relating to the Offeror and parties acting in concert with it) and confirm, having made all reasonable enquiries, that to the best of their knowledge, opinions expressed in this joint announcement (other than those opinions expressed by the directors of the Offeror) have been arrived at after due and careful consideration and there are no other facts not contained in this joint announcement, the omission of which would make any statement in this joint announcement misleading.

As at the date of this joint announcement, Madam CHEN Hong, Mr. HE Yanchen and Mr. LUO Dun are the directors of the Offeror and Mr. OU Huisheng, Mr. HUANG Zhihua, Mr. LI Shaoshan, Madam ZHOU Juan, Mr. ZOU Junshan, Mr. TIAN Qiusheng, Mr. ZHANG Wenjing and Madam LU Xiaoyan are the directors of Zhuhai Port.

The directors of the Offeror and Zhuhai Port jointly and severally accept full responsibility for the accuracy of information contained in this joint announcement (other than any information relating to the Group) and confirm, having made all reasonable enquiries, that to the best of their knowledge, opinions expressed in this joint announcement (other than those opinions expressed by the Directors) have been arrived at after due and careful consideration and there are no other facts not contained in this joint announcement, the omission of which would make any statement in this joint announcement misleading.

• For identification purposes only

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