Techcomp : Delay Announcement

Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited and the Singapore Exchange Securities Trading 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 the Company nor is it a solicitation of any vote or approval in any jurisdiction.

BAODI

INTERNATIONAL	TECHCOMP
INVESTMENT	(HOLDINGS)
COMPANY LTD	LIMITED
包迪国际投资有限公	天美（控股）有限	CIRCLE BROWN
司*	公司*	LIMITED
(Incorporated in the BVI with	(Incorporated in Bermuda	(Incorporated in the BVI
limited liability)	with limited liability)	with
(Hong Kong Stock Code:	limited liability)
1298)
(Singapore Stock Code:
T43)

JOINT ANNOUNCEMENT

DELAY IN SALE AND PURCHASE COMPLETION AND COMPLETION

OF THE DISTRIBUTION IN SPECIE

References are made to (i) the joint announcements issued by Techcomp (Holdings) Limited (the "Company"), Baodi International Investment Company Ltd and Circle Brown Limited on 24 April 2018 (the "Joint Announcement"), 15 May 2018 (the "Second Joint Announcement"), 15 June 2018 (the "Third Joint Announcement") and 22 June 2018 (the "Fourth Joint Announcement", and together with the Joint Announcement, the Second Joint Announcement and the Third Joint Announcement, collectively hereinafter referred to as the "Joint Announcements"); (ii) the circular issued by the Company dated 29 June 2018 (the "Circular"); and (iii) the announcements issued by the Company on 4 July 2018, 9 July 2018 and 17 July 2018.

Unless otherwise stated, capitalised terms used in this joint announcement shall have the same meanings as those defined in the Joint Announcements.

DELAY IN SALE AND PURCHASE COMPLETION AND COMPLETION OF THE DISTRIBUTION IN SPECIE

According to the indicative timetable set out in the Circular, the Sale and Purchase Completion and completion of the Distribution In Specie were expected to take place on 1 August 2018. However, as at the date of this joint announcement, certain conditions precedent to the Sale and Purchase Agreements and the Distribution In Specie have not been fulfilled or waived, including the Remaining Group having released all bank guarantees granted to the Privateco Group (condition (j) to the SPA I, as set out in the Circular), and the necessary approval from the Macau Trade and Investment Promotion Institute relating to the transactions contemplated under the SPA I having been obtained (condition (p) to the SPA I, as set out in the Circular).

Further announcements setting out the expected timetable in relation to the Sale and Purchase Completion and completion of the Distribution In Specie, the progress of the Listco Offers and the Privateco Offer will be made as soon as practicable, in accordance with the Listing Rules and the Takeovers Code, and on a monthly basis until each of the Listco Offer Document and the Privateco Offer Document have been despatched.

WARNING: THE PRIVATECO OFFER AND THE LISTCO OFFERS ARE POSSIBILITIES ONLY. AS THE PRIVATECO OFFER AND THE LISTCO OFFERS WILL ONLY BE MADE AFTER COMPLETION OF THE DISTRIBUTION IN SPECIE AND THE SALE AND PURCHASE COMPLETION RESPECTIVELY, WHICH ARE SUBJECT TO A NUMBER OF CONDITIONS, EACH OF THE PRIVATECO OFFER AND THE LISTCO OFFERS MAY OR MAY NOT PROCEED. SHAREHOLDERS AND POTENTIAL INVESTORS ARE THEREFORE ADVISED TO EXERCISE CAUTION WHEN DEALING IN THE SECURITIES OF THE COMPANY.

By Order of the board of	By Order of the board of	By the sole director of
Baodi International	Techcomp	Circle Brown Limited
Investment Company	(Holdings) Limited	Lo Yat Keung
Ltd	Lo Yat Keung	Director
Zhang Jincan	President
Director

Hong Kong, 1 August 2018

As of the date of this joint announcement, the executive directors of the Company are Mr. Lo Yat Keung (President), Mr. Chan Wai Shing and Mr. Christopher James O'Connor and the independent non-executive directors of the Company are Mr. Ho Yew Yuen, Mr. Seah Kok Khong, Manfred and Mr. Teng Cheong Kwee.

The Directors jointly and severally accept full responsibility for the accuracy of the information contained in this joint announcement (other than the information relating to the Offeror, Circle Brown, their respective associates and parties acting in concert with them), and confirm, having made all reasonable enquiries, that to the best of their knowledge, opinions expressed in this joint announcement (other than those expressed by the Offeror and Circle Brown) 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 contained in this joint announcement misleading.

As at the date of this joint announcement, the directors of the Offeror are Zhang Jincan, Jiang Wei and He Junyu and the directors of YEIG are Duan Wenquan, Qiu Lujin, Liu Wenxian, Yang Wanhua, Li Xiang, Geng Shulun and Wang Yongqiang.

The directors of the Offeror and the directors of YEIG jointly and severally accept full responsibility for the accuracy of the information contained in this joint announcement (other than the information relating to the Group, Circle Brown, the Vendors, their respective associates and parties acting in concert with them), and confirms, having made all reasonable enquires, that to the best of their knowledge, opinions expressed in this joint announcement (other than the information relating to the Group, Privateco, Circle Brown, the Vendors, their respective associates and parties acting in concert with them) 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 contained in this joint announcement misleading.

As at the date of this joint announcement, the sole director of Circle Brown is Mr. Lo Yat Keung.

The sole director of Circle Brown accepts full responsibility for the accuracy of the information contained in this joint announcement (other than the information relating to the Group, the Offeror, their respective associates and parties acting inconcert with them), and confirms, having made all reasonable enquires, that to the best of his knowledge, opinions expressed in this joint announcement (other than those expressed by the Group, the Directors and 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 contained in this joint announcement misleading.

The English text of this joint announcement shall prevail over its Chinese text.

*For identification purpose only