Galaxy Entertainment : Issue of New Shares under General Mandate Pursuant to the Share Award Scheme

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.

GALAXY ENTERTAINMENT GROUP LIMITED

銀 河 娛 樂 集 團 有 限 公 司

(incorporated in Hong Kong with limited liability)

(Stock Code: 27)

ISSUE OF NEW SHARES UNDER GENERAL MANDATE

PURSUANT TO THE SHARE AWARD SCHEME

As at 31 August 2020, 3,636,432 Share Awards granted to the Grantees (excluding Directors and connected persons (as defined under the Listing Rules)) were outstanding and the Trustee held 542,029 Shares for the Share Award Scheme. To satisfy the outstanding Share Awards, a Subscription Agreement was entered into between GEG and the Trustee for the Trustee to subscribe for 3,094,403 Subscription Shares at the Subscription Price of HK$0.01 each. Such Subscription Shares will be issued under the General Mandate.

The Trustee will hold such Subscription Shares on trust for the Grantees until certain vesting criteria and conditions have been satisfied in accordance with the terms of the Share Award Scheme.

The Subscription Shares to be allotted and issued by GEG to the Trustee represent: (i) approximately 0.07% of the issued Shares as at the date of this announcement; and (ii) approximately 0.07% of the issued Shares as enlarged by the allotment of the Subscription Shares.

Reference is made to the announcement dated 4 August 2014 in relation to the adoption of the Share Award Scheme.

As at 31 August 2020, 3,636,432 Share Awards granted to the Grantees (excluding Directors and connected persons (as defined under the Listing Rules)) were outstanding and the Trustee held 542,029 Shares for the Share Award Scheme. To satisfy the outstanding Share Awards, a Subscription Agreement was entered into between GEG and the Trustee for the Trustee to subscribe for 3,094,403 Subscription Shares at the Subscription Price of HK$0.01 each. The Subscription Price of HK$30,944.03 in aggregate will be funded by GEG's internal resources for the Trustee's subscription of the 3,094,403 Subscription Shares. The Trustee will hold the Subscription Shares on trust for the Grantees (excluding Directors and connected persons as

1

defined under the Listing Rules) and will, in accordance with the respective agreement between each relevant Grantee and GEG, transfer such Subscription Shares to the Grantees at no cost upon satisfaction of all vesting conditions specified by the Board at the time of making the awards.

To the best information, knowledge and belief of GEG, each of the Trustee and its ultimate beneficial owner is a third party independent of GEG and its connected persons.

The Subscription Shares will be issued under the General Mandate and are therefore not subject to approval by the shareholders of the Company. Pursuant to the General Mandate, the maximum number of Shares that can be allotted and issued by the Directors is 867,107,623 Shares. No new Share has been allotted or issued under the General Mandate as at the date of this announcement. GEG has not engaged in any fund raising activities by any issue of Shares in the 12 months immediately preceding the date of this announcement.

An application will be made to the Stock Exchange for the granting and listing of, and permission to deal in, the Subscription Shares to be issued to the Trustee pursuant to the Share Award Scheme and the General Mandate.

Further information relating to the Subscription Shares is set out below:

Number of Shares to be issued:

3,094,403 Subscription Shares, representing (i) approximately 0.07% of the issued Shares as at the date of this announcement, and (ii) approximately 0.07% of the issued Shares as enlarged by the issue of the Subscription Shares

Fund to be raised:	Nil
Reasons for the issue:	To satisfy the Share Awards granted under the Share Award
	Scheme for the purpose of recognizing and rewarding the
	contribution of such Grantees to the development of the Group
Identity of the allottee:	Tricor Trust (Hong Kong) Limited, being the Trustee for the
	administration of the Share Award Scheme
Market price of the	HK$53.35 per Share, being the closing price of the Shares as at
Shares:	23 September 2020
Ranking of the	The Subscription Shares will rank pari passu among
Subscription Shares:	themselves and with the other Shares in issue, with the right to
	receive all dividends which is on or after the date of allotment
	of the Subscription Shares. Pursuant to the Share Award
	Scheme, the Trustee will not exercise the voting rights in
	respect of any Shares held under the Share Award Scheme
	2

DEFINITIONS

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

"Board"	the board of directors of GEG at the relevant time
"connected person"	has the meaning as ascribed under the Listing Rules
"Directors"	the directors of GEG
"GEG"	Galaxy Entertainment Group Limited, a company incorporated
	in Hong Kong with limited liability, the issued shares of which
	are listed on the Main Board of the Stock Exchange
"General Mandate"	the general mandate granted by the shareholders of GEG at the
	annual general meeting of GEG held on 10 June 2020
	authorising the Directors to allot and issue new Shares not
	exceeding 20% of the issued Shares as at the date of the annual
	general meeting
"Grantees"	qualifying grantees who were granted Share Awards under the
	Share Award Scheme
"Group"	GEG and its subsidiaries
"Listing Rules"	The Rules Governing the Listing of Securities on the Stock
	Exchange
"Share(s)"	shares of GEG with no nominal value
"Share Awards"	the share awards granted by GEG to the Grantees pursuant to
	the Share Award Scheme
"Share Award Scheme"	the share award scheme adopted by GEG on 4 August 2014,
	which is the subject of GEG's announcement dated 4 August
	2014
"Stock Exchange"	The Stock Exchange of Hong Kong Limited

3

"Subscription Agreement"	the subscription agreement dated 23 September 2020 entered
	into by the Trustee and GEG in relation to the subscription of
	Subscription Shares
"Subscription Price"	HK$0.01 per Subscription Share
"Subscription Shares"	3,094,403 new Shares to be subscribed pursuant to the
	Subscription Agreement
"Trustee"	Tricor Trust (Hong Kong) Limited, a company incorporated in
	Hong Kong, being the trustee appointed by GEG in connection
	with the administration of the Share Award Scheme
	By Order of the Board
	Galaxy Entertainment Group Limited
	Jenifer Sin Li Mei Wah
	Company Secretary

Hong Kong, 23 September 2020

As at the date of this announcement, the executive Directors of GEG are Dr. Lui Che Woo (Chairman), Mr. Francis Lui Yiu Tung, Mr. Joseph Chee Ying Keung and Ms. Paddy Tang Lui Wai Yu; the non-executive Directors of GEG are Dr. Charles Cheung Wai Bun and Mr. Michael Victor Mecca; and the independent non-executive Directors of GEG are Mr. James Ross Ancell, Dr. William Yip Shue Lam and Professor Patrick Wong Lung Tak.

Website: www.galaxyentertainment.com

4