China SCE : DISCLOSURE PURSUANT TO RULE 13.18

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.

CHINA SCE GROUP HOLDINGS LIMITED ʕᒺණྠછٰϞࠢʮ̡

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1966)

DISCLOSURE PURSUANT TO RULE 13.18

This announcement is made by China SCE Group Holdings Limited (the ''Company'', together with its subsidiaries, the ''Group'') in compliance with the disclosure requirements under rule 13.18 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the ''Listing Rules'').

By an agreement dated 22 March 2021 (the ''Facility Agreement'') entered into by and among, inter alia, the Company as borrower; certain of its subsidiaries as original guarantors; The Hongkong and Shanghai Banking Corporation Limited, Bank of China (Hong Kong) Limited (''BOCHK'') and Hang Seng Bank Limited as mandated lead arrangers and bookrunners; a syndicate of banks (the ''Banks'') as the original lenders; and BOCHK as the agent, the Banks have agreed to grant to the Company a HK$351,000,000 (''Tranche A'') and US$342,500,000 (''Tranche B'') dual tranche term facility with the possibility of incremental facilities subject to and on the terms thereof which shall not, at any time, when aggregated with the total original facility commitments exceed US$450,000,000 (the ''Facility''). The Facility is for refinancing existing financial indebtedness of the Group and funding payment of any fees, costs and expenses payable by the Company and its relevant subsidiaries in connection with the Facility Agreement and other related documents.

The Facility is for a term of three years and six months commencing on the date on which the first utilisation of the Facility is made under the Facility Agreement, and is guaranteed by certain subsidiaries of the Company. The interest rate of the Facility for each interest period is the aggregate of (a) 3.7% per annum; and (b) Hong Kong Interbank Offered Rate for Tranche A or London Interbank Offered Rate for Tranche B to be determined in accordance with the terms and conditions of the Facility Agreement.

The Facility Agreement contains a requirement that Mr. Wong Chiu Yeung (''Mr. Wong'') and his family members (together with Mr. Wong, the ''Wong Family'') (a) must remain the single largest shareholder in the Company; (b) must hold legally and beneficially and directly or indirectly 35% or more of all classes of the Company's equity interests carrying any entitlement to vote and/or must directly or indirectly control (having the meaning given to it in the Hong Kong Code on Takeovers and Mergers) the Company; and (c) Mr. Wong or a member of the Wong Family must remain the chairman of the board (the ''Board'' ) of directors (the ''Directors'') of the Company.

A breach of such requirement will constitute an event of default under the Facility Agreement, and as a result, the Facility is liable to be declared immediately due and payable.

As at the date of this announcement, Mr. Wong and his associates (as defined under the Listing Rules) together own approximately 50.05% of the voting share capital of the Company.

By order of the Board of China SCE Group Holdings Limited

Wong Chiu Yeung

Chairman

Hong Kong, 22 March 2021

As at the date of this announcement, the executive Directors are Mr. Wong Chiu Yeung, Mr. Chen Yuanlai, Mr. Cheng Hiu Lok, Mr. Huang Youquan and Mr. Wong Lun, and the independent non-executive Directors are Mr. Ting Leung Huel Stephen, Mr. Lu Hong Te and Mr. Dai Yiyi.