Newocean Energy : DISCLOSURE PURSUANT TO RULE 13.18 OF THE LISTING RULES

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.

(Incorporated in Bermuda with limited liability)

Website: http://www.newoceanhk.com

This announcement is made pursuant to Rule 13.18 of the Listing Rules.

On 11 August 2017 the Company entered into the Facility Agreement for a term loan of HK$190,000,000 for refinancing the Group's existing indebtedness. The interest rate of the term loan is Hong Kong Interbank Offered Rate plus 1.95% per annum. The loan advance to be made to the Company will be repayable in four instalments, 25% of the utilised amount is repayable on the date which falls 15 months after the date of first drawdown, 25% of the utilised amount is repayable on the date which falls 18 months after the date of first drawdown, 25% of the utilised amount is repayable on the date which falls 21 months after the date of first drawdown, the remaining 25% is repayable on the date which falls 24 months after the date of first drawdown.

Under the Facility Agreement, in the event the Shum Family cease to remain as the single largest beneficial shareholder and hold beneficially not less than 30% of the entire share capital of the Company, the facility available to the Company will be cancelled and all outstanding amounts will then become immediately due and payable.

As at the date of this announcement, the Shum Family together hold approximately 41.49% in aggregate of the issued share capital of the Company.

The Company will continue to comply with its disclosure obligations under the Listing Rules for so long as such obligations remain in respect of the Facility Agreement.

In this announcement, the following expressions have the meanings set out below unless the context requires otherwise:

"Company" NewOcean Energy Holdings Limited, a company incorporated in Bermuda with limited liability, whose shares are listed on the Stock Exchange

"controlling shareholder(s)" has the meaning ascribed thereto under the Listing Rules

"Facility Agreement" the facility agreement in respect of a short term revolving

advance loan facility of HK$190,000,000 made available to the Company as borrower and National Bank of ABU DHABI P.J.S.C., Singapore Branch as lender

"Group" the Company and its subsidiaries

"Listing Rules" the Rule Governing the Listing of Securities on the Stock

Exchange

"Shum Family" certain family members and relatives of Mr. Shum Siu

Hung, chairman of the Company as set out in the Facility Agreement. Members of the Shum Family include Ms. Tong Shiu Ming, spouse of Mr. Shum Siu Hung, Mr. Shum Chun, Lawrence, managing director of the Company and a director and substantial shareholder of Uniocean, Mr. Shum Ho, Neo, a substantial shareholder of Uniocean, and Mr. Cen Ziniu, an executive director of the Company. Mr. Shum Chun, Lawrence and Mr. Shum Ho, Neo, are sons of Mr. Shum Siu Hung and Ms. Tong Shiu Ming. Mr. Cen Ziniu is a cousin of Mr. Shum Siu Hung. Mr. Shum Siu Hung and Mr. Shum Chun, Lawrence personally hold approximately 4.30% and 3.90% of the issued share capital of the Company respectively and together with Uniocean are deemed the controlling shareholders of the Company

"Stock Exchange" The Stock Exchange of Hong Kong Limited

"Uniocean" Uniocean Investments Limited, a company incorporated in the British Virgin Island, a controlling shareholder of the Company holding approximately 33.29% of the issued share capital of the Company. Uniocean is owned as to 70% by Mr. Shum Siu Hung, 15% by Mr. Shum Chun,

Lawrence and 15% by Mr. Shum Ho, Neo

"HK$" the lawful currency of Hong Kong for the time being

By order of the Board

Chairman

Hong Kong, 11 August 2017

As at the date of this announcement, the Board of the Company comprises Mr. Shum Siu Hung, Mr. Shum Chun, Lawrence, Mr. Cen Ziniu, Mr. Chiu Sing Chung, Raymond, Mr. Siu Ka Fai, Brian, and Mr. Wang Jian, being the executive directors, Mr. Cheung Kwan Hung, Anthony, Mr. Chan Yuk Wai, Benedict and Dr. Xu Mingshe, being the independent non-executive directors.

* for identification purposes only