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 is for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for securities in China Agri-Products Exchange Limited.

CHINA AGRI-PRODUCTS EXCHANGE LIMITED ʕ਷༵ପۜʹ׸Ϟࠢʮ̡

(Incorporated in Bermuda with limited liability)

(Stock Code: 0149)

RESULTS OF THE RIGHTS ISSUE ON THE BASIS OF

FIVE (5) RIGHTS SHARES FOR

EVERY ONE (1) EXISTING SHARE HELD ON THE RECORD

DATE AT HK$0.088 PER RIGHTS SHARE

Underwriter of the Rights Issue

Financial Adviser

RESULTS OF THE RIGHTS ISSUE

The Board announces that, as at 4:00 p.m. on Monday, 11 December 2017, being the Latest Time For Acceptance of, and payment for, the Rights Shares and the application and payment for excess Rights Shares: (i) 32 valid acceptances in respect of a total of 2,641,399,361

Rights Shares provisionally allotted under the Rights Issue have been received, representing approximately 31.85% of the total number of the Rights Shares available under the Rights Issue; and (ii) 15 valid applications in respect of a total of 34,569,238 excess Rights Shares have been received, representing approximately 0.42% of the total number of the Rights Shares available under the Rights Issue. In aggregate, 47 valid acceptances and applications in respect of a total of 2,675,968,599 Rights Shares, representing approximately 32.26% of the total number of the Rights Shares available under the Rights Issue, have been received. Accordingly, the Rights Issue was under-subscribed by 5,618,254,586 Rights Shares, representing approximately 67.74% of the total number of the Rights Shares available under the Rights Issue.

UNDERWRITING AGREEMENT

As all the conditions precedent set out in the Underwriting Agreement have been fulfilled at or before 4:00 p.m. on Friday, 15 December 2017 and the Underwriting Agreement was not terminated by the Underwriter at or before 4:00 p.m. on such day, the Underwriting Agreement (and therefore the Rights Issue) became unconditional after 4:00 p.m. on the same day. As a result of the under-subscription of the Rights Shares and pursuant to the terms and conditions of the Underwriting Agreement, the Underwriter has performed its underwriting obligations to subscribe and has procured subscribers to subscribe for an aggregate of 5,618,254,586 Untaken Shares. To the best of the Directors' knowledge having made all reasonable enquiries, none of the Underwriter, sub-underwriters and/or subscribers procured by the Underwriter and sub-underwriters has become a substantial shareholder (as defined in the Listing Rules) of the Company upon taking up the Untaken Shares.

EXCESS RIGHTS SHARES

Given the under-subscription of the Rights Shares, the Board has resolved to accept all 15 valid applications for a total of 34,569,238 excess Rights Shares and to allot and issue such number of the Rights Shares to the relevant applicants in full. Shareholders applying for such excess Rights Shares will be fully allotted with the excess Rights Shares they have applied for. No preference has been given to topping-up odd lots to whole board lots.

DESPATCH OF SHARE CERTIFICATES FOR THE RIGHTS ISSUE

As all the conditions of the Rights Issue set out in the Prospectus have been fulfilled, it is expected that the share certificates for the fully-paid Rights Shares will be despatched to those entitled at their own risk by ordinary post on Tuesday, 19 December 2017.

COMMENCEMENT OF DEALINGS IN THE FULLY-PAID RIGHTS SHARES

Dealings in the fully-paid Rights Shares are expected to commence on the Stock Exchange at 9:00 a.m. on Wednesday, 20 December 2017.

Reference is made to the prospectus of China Agri-Products Exchange Limited (the "Company") dated 27 November 2017 in relation to the Rights Issue (the "Prospectus"). Capitalised terms used in this announcement have the same meanings as defined in the Prospectus unless otherwise

stated.

RESULTS OF THE RIGHTS ISSUE

The Board announces that, as at 4:00 p.m. on Monday, 11 December 2017, being the Latest Time For Acceptance of, and payment for, the Rights Shares and the application and payment for excess Rights Shares: (i) 32 valid acceptances in respect of a total of 2,641,399,361 Rights Shares provisionally allotted under the Rights Issue have been received, representing approximately 31.85% of the total number of the Rights Shares available under the Rights Issue; and (ii) 15 valid applications in respect of a total of 34,569,238 excess Rights Shares have been received, representing approximately 0.42% of the total number of the Rights Shares available under the Rights Issue. In aggregate, 47 valid acceptances and applications in respect of a total of 2,675,968,599 Rights Shares, representing approximately 32.26% of the total number of the Rights Shares available under the Rights Issue, have been received. Accordingly, the Rights Issue was under-subscribed by 5,618,254,586 Rights Shares, representing approximately 67.74% of the total number of the Rights Shares available under the Rights Issue.

Pursuant to the Irrevocable Undertaking, Onger Investments has subscribed for 1,673,083,385 Rights Shares.

UNDERWRITING AGREEMENT

As all the conditions precedent set out in the Underwriting Agreement have been fulfilled at or before 4:00 p.m. on Friday, 15 December 2017 and the Underwriting Agreement was not terminated by the Underwriter at or before 4:00 p.m. on such day, the Underwriting Agreement (and therefore the Rights Issue) became unconditional after 4:00 p.m. on the same day. As a result of the under-subscription of the Rights Shares and pursuant to the terms and conditions of the Underwriting Agreement, the Underwriter has performed its underwriting obligations to subscribe and has procured subscribers to subscribe for an aggregate of 5,618,254,586 Untaken Shares. To the best of the Directors' knowledge having made all reasonable enquiries, none of the Underwriter, sub-underwriters and/or subscribers procured by the Underwriter and sub-underwriters has become a substantial shareholder (as defined in the Listing Rules) of the Company upon taking up the Untaken Shares.

EXCESS RIGHTS SHARES

Given the under-subscription of the Rights Shares, the Board has resolved to accept all 15 valid applications for a total of 34,569,238 excess Rights Shares and to allot and issue such number of the Rights Shares to the relevant applicants in full. Shareholders applying for such excess Rights Shares will be fully allotted with the excess Rights Shares they have applied for. No preference has been given to topping-up odd lots to whole board lots.

CHANGES IN SHAREHOLDING STRUCTURE OF THE COMPANY

Based on the information available to the Company as at the date of this announcement, the shareholding structures of the Company immediately before and after completion of the Rights

Issue are as follows:

Immediately before completion of the Rights IssueImmediately after completion of the Rights Issue

Number of

SharesApproximate %

Number of

SharesApproximate %

Onger Investments

334,616,677

20.17 2,007,700,062 20.17

Other Shareholders Kingston Sub-underwriters and/or subscribers procured by Kingston and sub-underwriters

2

0.00 793,254,586 7.97

(Note 2)

-

- 4,825,000,000 48.48

Other public Shareholders

1,324,227,958 79.83 2,327,113,172 23.38

Total

1,658,844,637 100.00 9,953,067,822 100.00

Notes:

  • 1. The numbers of Shares are calculated by reference to the Company's basis of allotment described in this announcement. The numbers may be subject to slight variation due to aggregation and/or rounding for the Shares held through nominees (including through CCASS).

  • 2. To the best of the Directors' knowledge having made all reasonable enquiries, all the sub-underwriters and/or subscribers procured by Kingston and sub-underwriters are Independent Third Parties and none of them has become a substantial shareholder (as defined in the Listing Rules) of the

    Company upon taking up the Untaken Shares.

DESPATCH OF SHARE CERTIFICATES FOR THE RIGHTS ISSUE

As all the conditions of the Rights Issue set out in the Prospectus have been fulfilled, it is expected that the share certificates for the fully-paid Rights Shares will be despatched to those entitled at their own risk by ordinary post on Tuesday, 19 December 2017.

COMMENCEMENT OF DEALINGS IN THE FULLY-PAID RIGHTS SHARES

Dealings in the fully-paid Rights Shares are expected to commence on the Stock Exchange at 9:00 a.m. on Wednesday, 20 December 2017.

By Order of the Board

CHINA AGRI-PRODUCTS EXCHANGE LIMITED ʕ਷༵ପۜʹ׸Ϟࠢʮ̡

Chan Chun Hong, Thomas Chairman and Chief Executive Officer

Hong Kong, 18 December 2017

As at the date of this announcement, the executive directors of the Company are Mr. Chan Chun Hong, Thomas, Mr. Leung Sui Wah, Raymond and Mr. Yau Yuk Shing, and the independent non-executive directors of the Company are Mr. Ng Yat Cheung, Mr. Lau King Lung and Mr. Wong Hin Wing.

China Agri-Products Exchange Limited published this content on 18 December 2017 and is solely responsible for the information contained herein.
Distributed by Public, unedited and unaltered, on 18 December 2017 12:54:06 UTC.

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