SCMP : ANNOUNCEMENT PURSUANT TO RULE 3.7 OF THE TAKEOVERS CODE

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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.

Armada Holdings Limited

（南潮控股有限公司）*

(Formerly known as SCMP Group Limited (南華早報集團有限公司)*)

(Incorporated in Bermuda with limited liability)

(Stock Code: 583) ANNOUNCEMENT PURSUANT TO RULE 3.7 OF THE TAKEOVERS CODE

This announcement is made by Armada Holdings Limited (the Company) pursuant to Rule 3.7 of the Code on Takeovers and Mergers of Hong Kong (the Takeovers Code).

Reference is made to the announcement of the Company dated 10 May 2016 inviting interested third parties to make proposals relating to the Company.

RULE 3.7 UPDATE

The Company continues to identify opportunities which may lead to a restoration of the public float or an orderly delisting of the Company, and is discussing these opportunities with relevant stakeholders. The Company understands that its controlling shareholder is in discussions with interested parties relating to potential transactions involving its shares in the Company.

All the discussions referred to above are still on-going and the board of directors of the Company (the Board) will update the shareholders when it has further information in accordance with the requirements of the Rules Governing the Listing of Securities on the Stock Exchange of Hong Kong Limited (the Listing Rules) and Takeovers Code.

TAKEOVERS CODE IMPLICATIONS

In compliance with Rule 3.7 of the Takeovers Code, monthly announcement(s) setting out the progress of the aforesaid discussions will be made until an announcement of firm intention to make an offer under Rule 3.5 of the Takeovers Code or of a decision not to proceed with the possible general offer is made in compliance with the Takeovers Code. Securities holders of the Company and potential investors should exercise caution when dealing in the securities of the Company. Further announcement(s) will be made by the Company as and when appropriate in accordance with the requirements of the Listing Rules and the Takeovers Code (as the case may be).

There is no assurance that any transaction will materialise or be consummated. The discussions in relation to the shares may or may not proceed. Any transaction that does materialise may or may not lead to a change of control of the Company or a general offer being made for the Company. Shareholders of the Company and potential investors are advised to exercise caution in relation to any dealings they may undertake in the shares of the Company.

On behalf of the Board

David J. Pang

Chairman

Hong Kong, 10 June 2016

As at the date of this announcement, the Board comprises:

Non-executive Directors

Dr. David J. Pang (Chairman) and Mr. Tse Kai Chi

Independent Non-executive Directors

Dr. Yeung Hin Chung John, Mr. Chua Phuay Hee and Mr. Wong Kai Man

Executive Directors

Ms. Tong Shao Ming and Mr. Chak Chung Luen Albert

The Directors of the Company 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 that there are no other facts not contained in this announcement, the omission of which would make any statements in this announcement misleading.

* for identification purpose only