Genting Hong Kong : CONNECTED TRANSACTION IN RELATION TO THE DISPOSAL OF BUILDING IMPROVEMENT

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.

CONNECTED TRANSACTION

IN RELATION TO THE DISPOSAL OF BUILDING IMPROVEMENT

The Seller (an indirect wholly-owned subsidiary of the Company) entered into the Agreement with the Buyer on 17 December 2019 pursuant to which the Seller agreed to sell, and the Buyer agreed to buy, the Building Improvement.

The Purchase Price is US$5,576,365 (equivalent to approximately HK$43,495,647).

Each of Tan Sri Lim and Mr. Lim is a beneficiary of a discretionary trust, whose trustee in its capacity as trustee of such discretionary trust indirectly holds more than 30% of the equity interests in GENT. The Buyer is an indirect wholly-owned subsidiary of GENM which is in turn a subsidiary of GENT. Accordingly, pursuant to the Listing Rules, each of GENT, GENM and the Buyer is considered to be an associate (as defined under Chapter 14A of the Listing Rules) of each of Tan Sri Lim and Mr. Lim, and is therefore a connected person of the Company under Chapter 14A of the Listing Rules. Therefore, the Disposal constitutes a connected transaction of the Company under Rule 14A.25 of the Listing Rules.

As some of the applicable percentage ratios in respect of the Disposal exceed 0.1% but all of them are less than 5%, in accordance with Rule 14A.76 of the Listing Rules, the Disposal is exempt from the circular (including independent financial advice) and independent shareholders' approval requirements and is only subject to the reporting and announcement requirements under Chapter 14A of the Listing Rules.

1

1. BACKGROUND
   The Seller contemplated leasing certain premises at the Building and as a result installed and/or purchased the Building Improvement. The Seller ultimately determined not to lease the premises at the Building and as such entered into the Agreement to sell the Building Improvement to the Buyer.

1. PRINCIPAL TERMS OF THE AGREEMENT Date
   17 December 2019
   Parties
2. 1. Crystal Cruises, LLC (as Seller); and
   2. Resorts World Miami LLC (as Buyer).

Assets to be disposed of

The Building Improvement.

Consideration

The Purchase Price is US$5,576,365 (equivalent to approximately HK$43,495,647) which was negotiated on an arm's length basis reflecting the actual historical cost incurred by the Seller to install and/or purchase the Building Improvement.

As at 17 December 2019, the net asset value of the Building Improvement was US$5,576,365 (equivalent to approximately HK$43,495,647).

Payment terms

According to the Agreement, the Purchase Price shall be paid in cash in the following manner :-

1. A sum of US$500,000 shall be paid by the Buyer to the Seller on the date of the Agreement; and

2

2. An annual sum of US$750,000 plus 50% of rental income from the Building (if any) shall be paid by the Buyer to the Seller thereafter until the Purchase Price has been fully paid.

If the Buyer subsequently sells the Building, the Buyer shall pay the balance of the Purchase Price to the Seller on the closing date of such sale.

If any partial payments of the Purchase Price have not been paid on the due date of such instalment or within ten (10) days thereafter, the Buyer shall pay the Seller on demand a late fee equal to 10% of the instalment not paid and, if the Buyer fails to pay a delinquent instalment within fifteen (15) days of the written demand therefor, without affecting Buyer's obligation to pay any fees due under the Agreement, the Seller may terminate the Agreement.

Closing

Closing will take place upon satisfaction (or waiver) of the closing conditions (including truthfulness and accuracy of representations and warranties, compliance with covenants and absence of claim, action, litigation or proceeding) and payment of all amounts due to Seller under the Agreement.

No significant gain or loss is expected to be recognized from the Disposal.

Termination

The Seller may terminate the Agreement in the event the Buyer commits a material default that remains uncured for a period of 15 days after notification thereof by the Seller. No termination shall release the Buyer of its obligations under the Agreement.

1. INFORMATION OF THE COMPANY AND THE SELLER
   The principal activity of the Company is investment holding. The Company's subsidiaries are principally engaged in the business of cruise and cruise-related operations, shipyard operations and leisure, entertainment and hospitality activities.
   The Seller is an indirect wholly owned subsidiary of the Company and its principal activity is the operation of a cruise line.

3

IV. INFORMATION OF THE BUYER

The principal activity of the Buyer is real estate management. The Buyer is an indirect wholly-owned subsidiary of GENM.

1. REASONS FOR AND BENEFITS OF THE DISPOSAL
   The purpose of the transaction is to allow the Company to recoup the historical cost incurred on the Building Improvement in the Building and the sale proceeds will be used as general working capital.

The Board (including the independent non-executive Directors) (with each of Tan Sri Lim and Mr. Lim, whom, by virtue of his respective indirect and/or deemed interest in the Buyer are regarded as having a material interest in the Disposal and has abstained from voting on the relevant Board resolutions in respect of the Disposal) considers that terms and conditions of the Disposal are on normal commercial terms, fair and reasonable and in the interest of the Company and its shareholders as a whole, and that the Disposal was entered into in the ordinary and usual course of the Group's business.

VI. IMPLICATIONS OF THE DISPOSAL UNDER THE LISTING RULES

Each of Tan Sri Lim and Mr. Lim is a beneficiary of a discretionary trust, whose trustee in its capacity as trustee of such discretionary trust indirectly holds more than 30% of the equity interests in GENT. The Buyer is an indirect wholly owned subsidiary of GENM which is in turn a subsidiary of GENT. Accordingly, pursuant to the Listing Rules, each of GENT, GENM and the Buyer is considered to be an associate (as defined under Chapter 14A of the Listing Rules) of each of Tan Sri Lim and Mr. Lim, and is therefore a connected person of the Company. Therefore, the Disposal constitutes a connected transaction of the Company under Rule 14A.25 of the Listing Rules.

As some of the applicable percentage ratios in respect of the Disposal exceed 0.1% but all of them are less than 5%, in accordance with Rule 14A.76 of the Listing Rules, the Disposal is exempt from the circular (including independent financial advice) and independent shareholders' approval requirements and is only subject to the reporting and announcement requirements under Chapter 14A of the Listing Rules.

4

VII. DEFINITIONS

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

"Agreement"	the sale and purchase agreement dated
	17 December 2019 entered into between the Seller
	and the Buyer in relation to the Disposal
"associate(s)"	has the meaning ascribed thereto under the Listing
	Rules
"Board"	the board of Directors of the Company
"Building"	Shrine Building located at 1401-1417 Biscayne
	Blvd., Miami, FL 33132, the United States of
	America which is owned by the Buyer
"Building Improvement"	all building improvements, including all
	associated equipment, fixtures and fittings, which
	have been installed and/or purchased for the
	Building as specified under the Agreement
"Buyer"	Resorts World Miami LLC, a limited liability
	company organized under the laws of the State of
	Delaware, the United States of America and an
	indirect wholly owned subsidiary of GENM
"Company"	Genting Hong Kong Limited, an exempted
	company continued into Bermuda with limited
	liability having its shares listed on the Main Board
	of the Stock Exchange
"connected person(s)"	has the meaning ascribed thereto under the Listing
	Rules
"Director(s)"	the director(s) of the Company
"Disposal"	the disposal of the Building Improvement under
	the Agreement

5

"GENM"

"GENT"

"Group"

"Hong Kong"

"HK$"

"Listing Rules"

"Purchase Price"

"Mr. Lim"

"Seller"

"Stock Exchange"

Genting Malaysia Berhad, a company incorporated in Malaysia and listed on the Main Market of Bursa Malaysia Securities Berhad and an associate of each of Tan Sri Lim and Mr. Lim for the purposes of the Listing Rules as of the date of this announcement

Genting Berhad, a company incorporated in Malaysia and listed on the Main Market of Bursa Malaysia Securities Berhad and an associate of each of Tan Sri Lim and Mr. Lim for the purposes of the Listing Rules as of the date of the announcement

the Company and its subsidiaries from time to time

The Hong Kong Special Administrative Region of the People's Republic of China

Hong Kong dollars, the lawful currency of Hong Kong

the Rules Governing the Listing of Securities on the Stock Exchange

the consideration payable by the Buyer to the Seller for the Building Improvement under the Agreement

Mr. Lim Keong Hui, an Executive Director, the Deputy Chief Executive Officer and a substantial shareholder of the Company, and a son of Tan Sri Lim

Crystal Cruises LLC, a limited liability company organized under the laws of the state of California, the United States of America and an indirect wholly-owned subsidiary of the Company

The Stock Exchange of Hong Kong Limited

6

"substantial shareholder"	has the meaning ascribed thereto under the Listing
	Rules
"Tan Sri Lim"	Tan Sri Lim Kok Thay, the Chairman and Chief
	Executive Officer, an Executive Director and a
	substantial shareholder of the Company, and the
	father of Mr. Lim
"US$"	United States dollars, the lawful currency of the
	United States of America
"%"	per cent

By Order of the Board

Louisa Tam Suet Lin

Company Secretary

Hong Kong, 17 December 2019

As at the date of this announcement, the Board comprises two Executive Directors, namely Tan Sri Lim Kok Thay and Mr. Lim Keong Hui and three Independent Non-executive Directors, namely Mr. Alan Howard Smith, Mr. Lam Wai Hon, Ambrose and Mr. Justin Tan Wah Joo.

For the purpose of this announcement, the exchange rate of US$1.00 = HK$7.8 has been used, where appropriate, for the purposes of illustration only and does not constitute a representation that any amount has been, could have been or may be exchanged at the above rate or at any other rates or at all.

7