Genting Hong Kong : DISCLOSEABLE TRANSACTIONS

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)

DISCLOSEABLE TRANSACTIONS

THE LTH-BAAS AGREEMENTS AND THE UMOS AGREEMENTS

On 19 September 2018, the Ship Owners, each of which is an indirect wholly-owned subsidiary of the Company, entered into the respective LTH-Baas Agreements with LTH-Baas, whereby the Ship Owners agreed to purchase, and LTH-Baas agreed to provide, full turnkey integration of EGCS (scrubbers) for the respective vessels of the Ship Owners. The integration service is currently expected to be completed by the year 2020.

On the same date, the Ship Owners also entered into the respective UMOS Agreements with UMOS, whereby the Ship Owners agreed to engage, and UMOS agreed to provide, various support services for the installation of scrubbers on the respective vessels of the Ship Owners by LTH-Baas including provision of labour, operation and logistics support and certain workshop drawings.

The aggregate consideration under the LTH-Baas Agreements is approximately EUR69.1 million (equivalent to approximately HK$629.4 million) and the UMOS Agreements is approximately EUR7.7 million (equivalent to approximately HK$70.1 million).

LISTING RULES IMPLICATIONS

The transactions under the LTH-Baas Agreements and the UMOS Agreements are required to be aggregated under Rule 14.22 of the Listing Rules as the individual owners of LTH-Baas and UMOS are associated with each other.

As one or more of the applicable percentage ratios (as defined in Rule 14.07 of the Listing Rules) in respect of the aggregate consideration of the transactions under the LTH-Baas Agreements on both (1) a standalone basis; and (2) an aggregated basis with the aggregate consideration of the transactions under the UMOS Agreements respectively exceed 5% but are all less than 25%, the transactions under the LTH-Baas Agreements and the UMOS Agreements constitute discloseable transactions of the Company under Chapter 14 of the Listing Rules, and are subject to notification and announcement requirements (but exempt from shareholders' approval requirement) under Chapter 14 of the Listing Rules.

THE LTH-BAAS AGREEMENTS AND THE UMOS AGREEMENTS

On 19 September 2018, the Ship Owners, each of which is an indirect wholly-owned subsidiary of the Company, entered into the respective LTH-Baas Agreements with LTH-Baas, whereby the Ship Owners agreed to purchase, and LTH-Baas agreed to provide, full turnkey integration of EGCS (scrubbers) for the respective vessels of the Ship Owners. The integration service is currently expected to be completed by the year 2020.

On the same date, the Ship Owners also entered into the respective UMOS Agreements with UMOS, whereby the Ship Owners agreed to engage, and UMOS agreed to provide, various support services for the installation of scrubbers on the respective vessels of the Ship Owners by LTH-Baas including provision of labour, operation and logistics support and certain workshop drawings.

The aggregate consideration under the LTH-Baas Agreements is approximately EUR69.1 million (equivalent to approximately HK$629.4 million) and the UMOS Agreements is approximately EUR7.7 million (equivalent to approximately HK$70.1 million), and was determined after arm's length negotiations between the respective parties with reference to, among others, the market value of similar systems for installation (including support services) onto, and use by, comparable cruise ships at the time of negotiation.

The Ship Owners shall pay the considerations in instalments by 2021 with reference to, among others, the completion stage of the relevant works, and will settle such considerations out of the internal resources of the Group.

REASONS FOR AND BENEFITS OF ENTERING INTO THE LTH-BAAS AGREEMENTS AND THE UMOS AGREEMENTS

In order to comply with the new requirement of International Maritime Organization relating to reduction of Sulphur Oxides emissions which will become effective from 1 January 2020, it will be desirable for scrubbers to be installed on the respective vessels of the Ship Owners by contracting with premium-class suppliers that are more likely to guarantee the supply and installation of high-quality, high-tech scrubber systems within an agreed delivery timeframe. LTH-Baas and UMOS are selected based on their experience as suppliers of design and installation of scrubber systems for the global marine industry as well as their reputation as suppliers with the technical knowledge to design and construct systems complying with the requirements and within the time constraints for the vessels.

The LTH-Baas Agreements and the UMOS Agreements were arrived at after arm's length negotiation between the respective parties. Accordingly, the Board considers that the terms of each of the LTH-Baas Agreements and the UMOS Agreements are on normal commercial terms, fair and reasonable and in the interests of the Company and its shareholders as a whole.

GENERAL INFORMATION OF CONTRACT PARTIES

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 principal business of each of the Ship Owners is bareboat chartering.

LTH-Baas is an international contractor for interior refit, piping and electrical system installation, voyage engine repair and steel works. They have been specializing in complex refits, repair and newbuilding interior and technical outfitting projects around the world, i.e. accommodation areas interior outfitting, piping system installation, fire extinguishing system installation and electrical networks.

The principal business activities of UMOS are shipbuilding projects coordination, goods logistics and flying squads travelling arrangement.

To the best of the Directors' knowledge, information and belief and having made all reasonable enquiries, (1) each of LTH-Baas and UMOS and their respective ultimate beneficial owner(s) are third parties independent of the Company and its connected persons and (2) each of LTH-Baas and UMOS is a separate entity, but they are parties associated with each other as their respective individual owners are members from the same family.

LISTING RULES IMPLICATIONS

The transactions under the LTH-Baas Agreements and the UMOS Agreements are required to be aggregated under Rule 14.22 of the Listing Rules as the individual owners of LTH-Baas and UMOS are associated with each other.

As one or more of the applicable percentage ratios (as defined in Rule 14.07 of the Listing Rules) in respect of the aggregate consideration of the transactions under the LTH-Baas Agreements on both (1) a standalone basis; and (2) an aggregated basis with the aggregate consideration of the transactions under the UMOS Agreements respectively exceed 5% but are all less than 25%, the transactions under the LTH-Baas Agreements and the UMOS Agreements constitute discloseable transactions of the Company under Chapter 14 of the Listing Rules, and are subject to notification and announcement requirements (but exempt from shareholders' approval requirement) under Chapter 14 of the Listing Rules.

DEFINITIONS

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

"Board" "Company"

the board of Directors of the 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 to it under the Listing Rules;
"Director"	a director of the Company and "Directors" shall be
construed accordingly;
"EGCS"	exhaust gas cleaning system;
"EUR"	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);
"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;
"Listing Rules"	the Rules Governing the Listing of Securities on the
Stock Exchange;
"LTH-Baas"	AS LTH-Baas, a company existing under the laws of
Estonia;
"LTH-Baas	agreements dated 19 September 2018 entered into
Agreements"	between each of the Ship Owners (as customer) and
LTH-Baas (as service provider) for the full turnkey
integration of EGCS (scrubbers) for the respective
vessels of the Ship Owners;
"Ship Owners"	(1) Superstar Virgo Limited, a company incorporated
under the laws of Isle of Man; (2) Genting Dream
Limited, a company incorporated under the laws of
Bermuda; and (3) World Dream Limited, a company
incorporated under the laws of Bermuda, each of which
is an indirect wholly-owned subsidiary of the Company;
"Stock Exchange"	The Stock Exchange of Hong Kong Limited;
"UMOS"	UMOS International F.Z.E., a company existing under
the laws of United Arab Emirates;

"UMOS Agreements"

agreements dated 19 September 2018 entered into between each of the Ship Owners (as customer) and UMOS (as service provider) for various support services for the installation of scrubbers on the respective vessels of the Ship Owners by LTH-Baas including provision of labour, operation and logistics support and certain workshop drawings; and

"%"

Percent.

By Order of the Board

Tan Sri Lim Kok Thay Chairman and Chief Executive Officer

Hong Kong, 19 September 2018

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 EUR1.0000: HK$9.1088 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.