Genting Hong Kong : MAJOR TRANSACTION IN RELATION TO THE PURCHASE OF THE SYSTEMS FROM ABB

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.

Genting Hong Kong Limited

(Continued into Bermuda with limited liability)

(Stock Code: 678)

MAJOR TRANSACTION

IN RELATION TO THE PURCHASE OF THE SYSTEMS FROM ABB

THE 2019 ABB AGREEMENTS

The Board is pleased to announce that on 12 December 2019 (after trading hours), MVWW, an indirect wholly-owned subsidiary of the Company, entered into the 2019 ABB Agreements with ABB, whereby MVWW agreed to purchase and ABB agreed to provide the Systems for the construction of six new vessels by MVWW.

LISTING RULES IMPLICATIONS

As one or more of the applicable percentage ratios in respect of the Transactions, when aggregated with the transactions under the 2017 ABB Agreements, is 25% or more but all are less than 100%, the Transactions constitute a major transaction of the Company under Chapter 14 of the Listing Rules, and is subject to the reporting, announcement, circular and shareholders' approval requirements under the Listing Rules.

So far as the Company is aware, as at the date of this announcement, no Shareholder has a material interest in the Transactions which would require it to abstain from voting at the SGM if it were convened to approve the Transactions. In lieu of holding a SGM, the Company obtained written Shareholders' approval in respect of the Transactions from a closely allied group of Shareholders comprising Golden Hope as trustee of the GHUT, Joondalup and Tan Sri Lim Kok Thay, which together hold an aggregate of 6,372,214,385 Shares, representing approximately 75.12% of the issued share capital of the Company as at the date of written Shareholders' approval. Accordingly, no SGM is required to be convened for the purpose of approving the Transactions in accordance with Rule 14.44 of the Listing Rules.

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Pursuant to Rule 14.41(a) of the Listing Rules, the Company is required to despatch to Shareholders for information purposes a circular containing, among other things, further information on the Transactions within 15 business days after the publication of this announcement. As additional time is required for the Company to prepare the relevant financial and other information to be included in the circular, the Company will apply for a waiver from strict compliance with Rule 14.41(a) of the Listing Rules from the Stock Exchange so that the despatch date of the circular can be postponed to a date, more than 15 business days (as defined in the Listing Rules) after the publication of this announcement, which is expected to be on or before 21 February 2020.

1. THE 2019 ABB AGREEMENTS
   The Board is pleased to announce that on 12 December 2019 (after trading hours), MVWW, an indirect wholly-owned subsidiary of the Company, entered into the 2019 ABB Agreements with ABB, whereby MVWW agreed to purchase and ABB agreed to provide the Systems for the construction of six new vessels by MVWW.
   The principal terms of the 2019 ABB Agreements are summarized below:

Date	: 12 December 2019 (after trading hours)
Parties	: (1)	MVWW (an indirect wholly-owned subsidiary of the
		Company); and
	(2)	ABB.
Subject matter	: The 2019 ABB Agreements comprise of a master agreement
	and supplemental confirmation agreements pursuant to which
	MVWW agreed to purchase, and ABB agreed to provide, the
	Systems for the construction of six new vessels by MVWW.
Consideration	: The total consideration payable by MVWW to ABB pursuant
	to the 2019 ABB Agreements is approximately EUR157
	million (equivalent to approximately HK$1,372 million) and
	was determined after arm's length negotiations between the
	parties with reference to, among others, the market value of
	similar systems for installation onto, and use by, comparable
	vessels.
Payment	: MVWW shall pay the consideration in instalments in
	accordance with the 2019 ABB Agreements with the final
	instalment payable after the delivery of the vessel, on the date
	of final acceptance. MVWW will settle the consideration out
	of the internal resources of the Group and potential external
	financing.
Automatic	: The 2019 ABB Agreements shall become null and void if
termination	MVWW fails to obtain approval from the customer of the
	vessels and the approval from its sole shareholder in respect of

the transactions under the 2019 ABB Agreements prior to 20 December 2019.

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1. REASONS FOR AND BENEFITS OF ENTERING INTO THE 2019 ABB AGREEMENTS
   It is necessary for MVWW to procure the required equipment for the building of new vessels by contracting premium-class suppliers that are more likely to guarantee the supply of high- quality, high-tech machinery within an agreed delivery timeframe.
   Pursuant to the 2017 ABB Agreements, MVWW, has been purchasing, and the ABB Group has been providing, the Systems, automation and marine software systems for the construction of vessels by MVWW. Given MVWW's existing working relationship with the ABB Group, the ABB Group's experience as a leading supplier of electrical power and propulsion systems for the global marine industry, as well as its reputation as a supplier with the technical knowledge to design and construct systems complying with the power and speed requirements and within the time constraints for the vessels, MVWW intends to continue its cooperation with the ABB Group by entering into the 2019 ABB Agreements.
   The 2019 ABB Agreements were arrived at after arm's length negotiations between the parties. Accordingly, and in view of the above, the Board considers that the terms of the 2019 ABB Agreements are on normal commercial terms, fair and reasonable and in the interests of the Company and the Shareholders as a whole.
2. GENERAL INFORMATION ON CONTRACT PARTIES Information on the Company and MVWW
   The Company is an investment holding company and its subsidiaries are principally engaged in the business of cruise and cruise-related operations, shipyard operations and leisure, entertainment and hospitality activities. MVWW is a company incorporated under the laws of Germany and an indirect wholly-owned subsidiary of the Company. The principal business of MVWW is the building of vessels, including river ships, polar cruise ships and cruise ships.
   Information on ABB
   ABB is a company incorporated under the laws of Finland and is principally engaged in the manufacturing of power and automation products and provision of related maintenance services.
   To the best of the Directors' knowledge, information and belief and having made all reasonable enquiry, ABB and its ultimate beneficial owner(s) are third parties independent of the Company and its connected persons.
3. THE 2017 ABB AGREEMENTS
   On 9 January 2017, MVWW and certain subsidiaries of the ABB Group entered into the 2017 ABB Agreements pursuant to which MVWW agreed to purchase, and the ABB Group agreed to provide, the Systems, automation and marine software systems for the construction of five vessels by MVWW. The construction of one of the five vessels was terminated due to a change of MVWW's building program. The 2017 ABB Agreements constituted a discloseable transaction of the Company under Chapter 14 of the Listing Rules and its details were disclosed in the announcement of the Company dated 9 January 2017.

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1. LISTING RULES IMPLICATIONS
   As one or more of the applicable percentage ratios in respect of the Transactions, when aggregated with the transactions under the 2017 ABB Agreements, is 25% or more but all are less than 100%, the Transactions constitute a major transaction of the Company under Chapter 14 of the Listing Rules, and is subject to the reporting, announcement, circular and shareholders' approval requirements under the Listing Rules.
   So far as the Company is aware, as at the date of this announcement, no Shareholder has a material interest in the Transactions which would require it to abstain from voting at the SGM if it were convened to approve the Transactions. In lieu of holding a SGM, the Company obtained written Shareholders' approval in respect of the Transactions from a closely allied group of Shareholders comprising Golden Hope as trustee of the GHUT, Joondalup and Tan Sri Lim Kok Thay, which together hold an aggregate of 6,372,214,385 Shares, representing approximately 75.12% of the issued share capital of the Company as at the date of written Shareholders' approval. Accordingly, no SGM is required to be convened for the purpose of approving the Transactions in accordance with Rule 14.44 of the Listing Rules.
   Pursuant to Rule 14.41(a) of the Listing Rules, the Company is required to despatch to Shareholders for information purposes a circular containing, among other things, further information on the Transactions within 15 business days after the publication of this announcement. As additional time is required for the Company to prepare the relevant financial and other information to be included in the circular, the Company will apply for a waiver from strict compliance with Rule 14.41(a) of the Listing Rules from the Stock Exchange so that the despatch date of the circular can be postponed to a date, more than 15 business days (as defined in the Listing Rules) after the publication of this announcement, which is expected to be on or before 21 February 2020.
2. DEFINITIONS
   In this announcement, the following terms shall have the meaning set opposite to them unless the context requires otherwise:

"2017 ABB Agreements"	the agreements dated 9 January 2017 entered into between
	MVWW and certain subsidiaries of the ABB Group, as
	amended, supplemented or restated from time to time;
"2019 ABB Agreements"	the master agreement and supplemental confirmation
	agreements all dated 12 December 2019 entered into
	between MVWW and ABB in respect of the purchase and
	provision of the Systems for the construction of six new
	vessels by MVWW;
"ABB"	ABB Oy, Marine & Ports, a company incorporated under
	the laws of Finland, a subsidiary of the ABB Group;
"ABB Group"	ABB Ltd. and its subsidiaries;
"ABB Ltd."	a publicly listed company with shares traded at SIX Swiss
	Exchange in Zurich, Switzerland, the NASDAQ OMX in
	Stockholm, Sweden and New York Stock Exchange in
	New York, the United States of America;
"Board"	the board of Directors;

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"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)",	each has the meaning ascribed to it under the Listing
"percentage ratio(s)",	Rules;
"subsidiary(ies)"
"Director(s)"	the director(s) of the Company;
"EUR"	Euros, the lawful currency of such sovereigns which as
	members of the European Union belong to the monetary
	union pursuant to the "Treaty of Lisbon amending the
	Treaty on European Union and the Treaty establishing the
	European Community" dated 13 December 2007 (OJ
	2007/C 306/01);
"GHUT"	Golden Hope Unit Trust, a private unit trust which is held
	directly and indirectly by Summerhill Trust Company (Isle
	of Man) Limited as trustee of a discretionary trust, the
	beneficiaries of which are Tan Sri Lim Kok Thay, Mr. Lim
	Keong Hui and certain other members of Tan Sri Lim Kok
	Thay's family;
"Golden Hope"	Golden Hope Limited, a company incorporated in the Isle
	of Man with limited liability and a substantial shareholder
	of the Company holding directly 5,456,942,124 Shares
	(representing approximately 64.33% of the Company's
	issued share capital as at the date of written Shareholders'
	approval) in its capacity as trustee of the GHUT;
"Group"	the Company and its subsidiaries;
"HK$"	Hong Kong dollars, the lawful currency of Hong Kong;
"Hong Kong"	the Hong Kong Special Administrative Region of the
	People's Republic of China;
"Joondalup"	Joondalup Limited, a company incorporated in the Isle of
	Man with limited liability holding directly 546,628,908
	Shares (representing approximately 6.44% of the
	Company's issued share capital as at the date of written
	Shareholders' approval). Joondalup is wholly-owned by
	Golden Hope as trustee of the GHUT;
"Listing Rules"	the Rules Governing the Listing of Securities on the Stock
	Exchange;

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"MVWW"	MV Werften Wismar GmbH, a company incorporated
	under the laws of Germany and an indirect wholly-owned
	subsidiary of the Company;
"SGM"	a special general meeting of the Company;
"Shares"	ordinary shares with par value of US$0.10 each in the
	share capital of the Company;
"Shareholder(s)"	holder(s) of the Share(s);
"Stock Exchange"	The Stock Exchange of Hong Kong Limited;
"Systems"	power and propulsion systems;
"Tan Sri Lim Kok Thay"	Tan Sri Lim Kok Thay, the Chairman and Chief Executive
	Officer, an Executive Director and a substantial
	Shareholder of the Company who directly holds
	368,643,353 Shares (representing approximately 4.35% of
	the issued share capital of the Company as at the date of
	written Shareholders' approval);
"Transactions"	the transactions contemplated under the 2019 ABB
	Agreements; and
"%"	Per-cent.

By Order of the Board

Tan Sri Lim Kok Thay

Chairman and Chief Executive Officer

Hong Kong, 12 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.

Unless otherwise specified, the conversion of EUR into HK$ is based on the exchange rate of EUR1.000: HK$8.737 for the purpose of illustration only. No representation is made that the amounts stated in this announcement have been or could have been or could be converted at the above rate.

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