Unless otherwise defined herein, capitalized terms used in this announcement shall have the same meanings as those defined in the prospectus dated 19 October 2019 (the "Prospectus") of CMGE Technology Group Limited (the "Company").

Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited (the "Stock Exchange") and Hong Kong Securities Clearing Company Limited ("HKSCC") 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.

This announcement is for information purposes only and does not constitute an offer or an invitation to induce an offer by any person to acquire, purchase or subscribe for any securities. Potential investors should read the Prospectus for detailed information about the Global Offering described below before deciding whether or not to invest in the Offer Shares.

This announcement does not constitute or form a part of any offer or solicitation to purchase or subscribe for securities in the United States. The Hong Kong Offer Shares are being offered and sold (i) in the United States to qualified institutional buyers in reliance on Rule 144A or another exemption from, or in transaction not subject to, the registration requirements of the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), and (ii) outside the United States in offshore transactions in reliance on Regulation S under the U.S. Securities Act. The Offer Shares have not been and will not be registered under the U.S. Securities Act and may not be offered, sold, pledged or transferred within the United States, except pursuant to an exemption from or in a transaction not subject to the registration requirements of the U.S. Securities Act. There is not and it is not currently intended for there to be any public offering of securities of the Company in the United States.

In connection with the Global Offering, China International Capital Corporation Hong Kong Securities Limited, as stabilizing manager (the "Stabilizing Manager") (its affiliates or any person acting for it), on behalf of the Underwriters, may over-allocate or effect transactions with a view to stabilizing or supporting the market price of the Shares at a level higher than that which might otherwise prevail for a limited period after the Listing Date. However, there is no obligation on the Stabilizing Manager (its affiliates or any person acting for it) to conduct any such stabilizing action. Such stabilizing action, if taken, (a) will be conducted at the absolute discretion of the Stabilizing Manager (its affiliates or any person acting for it) and in what the Stabilizing Manager reasonably regards as the best interest of the Company, (b) may be discontinued at any time and (c) is required to be brought to an end within 30 days after the last day for lodging applications under the Hong Kong Public Offering. Such stabilizing action, if taken, may be effected in all jurisdictions where it is permissible to do so, in each case in compliance with all applicable laws, rules and regulatory requirements, including the Securities and Futures (Price Stabilizing) Rules, as amended, made under the Securities and Futures Ordinance (Cap. 571 of the Laws of Hong Kong).

Potential investors should be aware that stabilizing action cannot be taken to support the price of the Shares for longer than the stabilization period which begins on the Listing Date and is expected to expire on the 30th day after the last day for the lodging of the applications under the Hong Kong Public Offering. After this date, when no further stabilizing action may be taken, demand for the Shares, and therefore the price of the Shares, could fall.

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CMGE Technology Group Limited

中 手 游 科 技 集 有 限 公 司

(Incorporated in the Cayman Islands with limited liability)

GLOBAL OFFERING

Number of Offer Shares under the

:

461,000,000 Shares (subject to the Over-

Global Offering

allotment Option)

Number of Hong Kong Offer Shares

:

46,100,000 Shares (subject to reallocation)

Number of International Offer Shares

:

414,900,000 Shares (subject to reallocation

and the Over-allotment Option)

Maximum Offer Price

:

HK$2.83 per Share, plus brokerage of 1%,

(subject to a Downward Offer Price

SFC transaction levy of 0.0027%, and Stock

Adjustment)

Exchange trading fee of 0.005% (payable in

full on application in Hong Kong dollars and

subject to refund) (If the Offer Price is set at

10% below the bottom end of the indicative

Offer Price range after making a Downward

Offer Price Adjustment, the Offer Price will

be HK$1.98 per Offer Share)

Nominal value

:

US$0.0001 per Share

Stock code

:

0302

Joint Sponsors and Joint Global Coordinators

Joint Bookrunners

Joint Lead Managers

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Application has been made by the Company to the Listing Committee of the Stock Exchange for the granting of the approval for the listing of, and permission to deal in, the Shares in issue and the Shares to be issued pursuant to the Global Offering (including the Shares which may be issued pursuant to the exercise of the Over-allotment Option and the options which may be granted under the Post-IPO Share Option Scheme). Assuming that the Hong Kong Public Offering becomes unconditional at or before 8:00 a.m. on Thursday, 31 October 2019, it is expected that dealings in the Shares on the Stock Exchange will commence at 9:00 a.m. on Thursday, 31 October 2019. In the event that the Over-allotment Option is exercised, an announcement will be made by the Company on the website of the Stock Exchange at www.hkexnews.hkand the website of the Company at www.cmge.com.

The Global Offering comprises the Hong Kong Public Offering of initially 46,100,000 Shares (subject to reallocation) and the International Offering of initially 414,900,000 Shares (subject to reallocation and the Over-allotment Option) representing 10% and 90% of the total number of Offer Shares initially being offered under the Global Offering, respectively. The allocation of the Offer Shares between the Hong Kong Public Offering and the International Offering will be subject to reallocation as described in the section headed "Structure of the Global Offering" in the Prospectus. In accordance with Guidance Letter HKEx-GL91-18 issued by the Stock Exchange, if such reallocation is done in the circumstances that the International Offering is undersubscribed or other than pursuant to the clawback mechanism as described in the section headed "Structure of the Global Offering" in the Prospectus, the maximum total number of Offer Shares that may be reallocated to the Hong Kong Public Offering will be 46,100,000 Offer Shares (representing approximately 10% of the number of the Offer Shares being offered under the Global Offering), so that the total number of Offer Shares for subscription under the Hong Kong Public Offering will increase to 92,200,000 Offer Shares, representing two times the number of Hong Kong Offer Shares initially available under the Hong Kong Public Offering and 20% of the number of Offer Shares initially available under the Global Offering before any exercise of the Over-allotment Option, and the Offer Price shall be fixed at the low end of the indicative offer price range (i.e., HK$2.19 per Offer Share) stated in the prospectus or the downward adjusted final Offer Price if a Downward Offer Price Adjustment is made in accordance with Guidance Letter HKEX-GL90-18 issued by the Stock Exchange.

In connection with the Global Offering, the Company is expected to grant the Over-allotment Option to the International Underwriters, which is exercisable by the Joint Global Coordinators (on behalf of the International Underwriters) from the Listing Date until 30 days after the last day for lodging applications under the Hong Kong Public Offering, to require the Company to allot and issue up to an aggregate of 69,150,000 Offer Shares, representing not more than 15% of the total number of Offer Shares initially available under the Global Offering.

Subject to the granting of the approval for listing of, and permission to deal in, the Shares on the Stock Exchange and compliance with the stock admission requirements of HKSCC, the Shares will be accepted as eligible securities by HKSCC for deposit, clearance and settlement in CCASS with effect from the date of commencement of dealings in the Shares on the Stock Exchange or any other date as determined by HKSCC. Settlement of transactions between participants of the Stock Exchange is required to take place in CCASS on the second Business Day after any trading day. All activities under CCASS are subject to the General Rules of CCASS and CCASS Operational Procedures in effect from time to time. All necessary arrangements have been made to enable the Shares to be admitted into CCASS.

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The Offer Price will not be more than HK$2.83 per Offer Share and is expected to be not less than HK$2.19 per Offer Share (subject to a reduction of up to 10% below the bottom end of the indicative Offer Price range through making a Downward Offer Price Adjustment as set out in the Prospectus), unless otherwise announced. If the Offer Price is set after making a 10% Downward Offer Price Adjustment, the Offer Price will be HK$1.98 per Offer Share. Applicants under the Hong Kong Public Offering are required to pay, on application, the Maximum Offer Price of HK$2.83 per Offer Share plus brokerage fee of 1%, SFC transaction levy of 0.0027% and Stock Exchange trading fee of 0.005%, subject to refund if the Offer Price as finally determined is less than HK$2.83 per Offer Share.

If the Company decides to set the Offer Price after making a Downward Offer Price Adjustment (a reduction of up to 10% below HK$2.19 (bottom end of the indicative Offer Price range)), the Company will separately announce the final Offer Price no later than Wednesday, 30 October, 2019 on the website of the Stock Exchange at www.hkexnews.hkand the Company's website at www.cmge.com.

Applications for the Hong Kong Offer Shares will only be considered on the basis of the terms and conditions set out in the Prospectus, the relevant Application Forms and the designated website of the White Form eIPO Service Provider at www.eipo.com.hk.

Applicants who would like the allotted Hong Kong Offer Shares to be issued in their own names should either (i) complete and sign the WHITE Application Form or (ii) submit applications online through the designated website of the White Form eIPO Service Provider at www.eipo.com.hkthrough the White Form eIPO service. Applicants who would like the Hong Kong Offer Shares to be allotted in the name of HKSCC Nominees and deposited directly into CCASS for credit to their CCASS Investor Participant stock accounts or the stock accounts of their designated CCASS Participants maintained in CCASS should either (i) complete and sign the YELLOW Application Form or (ii) give electronic application instructions to HKSCC via CCASS.

Copies of the WHITE Application Form, may be obtained during normal business hours from 9:00 a.m. on Saturday, 19 October 2019 until 12:00 noon on Thursday, 24 October 2019 from:

1. any of the following offices of the below Joint Global Coordinators:

China International Capital Corporation Hong Kong Securities Limited

29th Floor, One International Finance Centre 1 Harbour View Street

Central Hong Kong

BNP Paribas Securities (Asia) Limited

59/F-63/F, Two International Finance Centre 8 Finance Street

Central Hong Kong

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2. the following branches of the receiving bank for the Hong Kong Public Offering:

Bank of China (Hong Kong) Limited

Branch Name

Address

Hong Kong Island

Des Voeux Road West Branch

111-119 Des Voeux Road West,

Hong Kong

North Point (King's Centre) Branch

193-209 King's Road, North Point,

Hong Kong

Kowloon

Ma Tau Kok Road Branch

39-45 Ma Tau Kok Road,

  To Kwa Wan, Kowloon

New Territories

Tai Wai Branch

74-76 Tai Wai Road, Sha Tin,

New Territories

Luen Wo Market Branch

Shop B, 10-16 Luen Shing Street,

  Safe Box Service Centre

Luen Wo Market, Fanling,

New Territories

Sheung Shui Branch Securities

136 San Fung Avenue,

  Services Centre

  Sheung Shui, New Territories

Copies of the Prospectus, together with the YELLOW Application Form, may be obtained during normal business hours from 9:00 a.m. on Saturday, 19 October 2019 until 12:00 noon on Thursday, 24 October 2019 from the Depository Counter of HKSCC at 1/F, One & Two Exchange Square, 8 Connaught Place, Central, Hong Kong or from your stockbroker.

The WHITE or YELLOW Application Form completed in accordance with the instructions printed thereon, together with a cheque or banker's cashier order attached and marked payable to "BANK

OF CHINA (HONG KONG) NOMINEES LIMITED - CMGE TECHNOLOGY PUBLIC OFFER" should be deposited in the special collection boxes provided at any of the branches of the receiving bank referred to above on such dates and during such time as specified in the Application Forms.

Your WHITE or YELLOW Application Forms can be lodged at the following times on the following dates:

Saturday, 19 October 2019 - 9:00 a.m. to 1:00 p.m.

Monday, 21 October 2019 - 9:00 a.m. to 5:00 p.m.

Tuesday, 22 October 2019 - 9:00 a.m. to 5:00 p.m.

Wednesday, 23 October 2019 - 9:00 a.m. to 5:00 p.m.

Thursday, 24 October 2019 - 9:00 a.m. to 12:00 noon

Applicants applying through the White Form eIPO service may submit applications through the designated website at www.eipo.com.hk(24 hours daily, except on the last application day) from 9:00 a.m. on Saturday, 19 October 2019 until 11:30 a.m. on Thursday, 24 October 2019, and the latest time for completing full payment of application monies in respect of such applications will be 12:00 noon on Thursday, 24 October 2019 or such later time as described in the section headed "How to Apply for Hong Kong Offer Shares - Effect of Bad Weather on the Opening and Closing of the Application Lists" in the Prospectus.

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CCASS Clearing/Custodian Participants can input electronic application instructions at the following times on the following dates:(1)

Saturday, 19 October 2019 - 9:00 a.m. to 1:00 p.m.

Monday, 21 October 2019 - 8:00 a.m. to 8:30 p.m.

Tuesday, 22 October 2019 - 8:00 a.m. to 8:30 p.m.

Wednesday, 23 October 2019 - 8:00 a.m. to 8:30 p.m.

Thursday, 24 October 2019 - 8:00 a.m. to 12:00 noon

Note:

  1. These times in this sub-section are subject to change as HKSCC may determine from time to time with prior notification to CCASS Clearing/Custodian Participants.

CCASS Investor Participants can input electronic application instructions from 9:00 a.m. on Saturday, 19 October 2019 until 12:00 noon on Thursday, 24 October 2019 (24 hours daily, except on Thursday, 24 October 2019, the last application day) or such later time as described in the section headed "How to Apply for Hong Kong Offer Shares - Effect of Bad Weather on the Opening and Closing of the Application Lists" in the Prospectus.

Please refer to the sections headed "Structure of the Global Offering" and "How to Apply for Hong Kong Offer Shares" in the Prospectus for details of the conditions and procedures of the Hong Kong Public Offering.

Irrespective of whether a Downward Offer Price Adjustment is made, the Company expects to announce the Offer Price, the level of indication of interest in the International Offering, the level of applications in the Hong Kong Public Offering and the basis of allocation of Hong Kong Offer Shares on Wednesday, 30 October 2019 in the South China Morning Post (in English) and the Hong Kong Economic Times (in Chinese) and on the website of the Company at www.cmge.comand the website of the Stock Exchange at www.hkexnews.hk.

The results of allocations (with the successful applicants' Hong Kong identity card/passport/Hong Kong business registration numbers, where applicable) under the Hong Kong Public Offering will be made available from Wednesday, 30 October 2019 through a variety of channels at the times and dates and in the manner specified in the section headed "How to Apply for Hong Kong Offer Shares

- Publication of Results" in the Prospectus.

If an application is rejected, not accepted or accepted in part only, or if the Offer Price as finally determined is less than the maximum Offer Price of HK$2.83 per Offer Share (excluding brokerage, SFC transaction levy and the Stock Exchange trading fee thereon), or if the conditions of the Hong Kong Public Offering are not fulfilled in accordance with "Structure of the Global Offering - Conditions of the Global Offering" in the Prospectus or if any application is revoked, the application monies, or the appropriate portion thereof, together with the related brokerage, SFC transaction levy and the Stock Exchange trading fee, will be refunded, without interest or the cheque or banker's cashier order will not be cleared.

The Company will not issue temporary documents of title. Share certificates will only become valid certificates of title at 8:00 a.m. on Thursday, 31 October 2019 provided that the Global Offering has become unconditional in all respects and the right of termination described in the section headed "Underwriting - Underwriting Arrangements and Expenses - Hong Kong Public Offering - Grounds for Termination" in the Prospectus has not been exercised. No receipt will be issued for sums paid on application.

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Dealings in the Shares on the Stock Exchange are expected to commence at 9:00 a.m. on Thursday, 31 October 2019. The Shares will be traded in board lots of 2,000 Shares each.

By order of the Board

CMGE Technology Group Limited

Xiao Jian

Chairman

Hong Kong, 19 October 2019

As at the date of this announcement, the Board of Directors of the Company comprises Mr. Xiao Jian and Mr. Sin Hendrick as executive Directors; Mr. Ma Yuntao and Mr. Tang Yanwen as non-executive Directors; and Ms. NG Yi Kum, Mr. Tang Liang and Mr. Ho Orlando Yaukai as independent non-executive Directors.

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HKEx - Hong Kong Exchanges and Clearing Ltd. published this content on 18 October 2019 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 18 October 2019 11:49:07 UTC