New World Department Store China : JOINT ANNOUNCEMENT – PROPOSED PRIVATISATION BY WAY OF VOLUNTARY CONDITIONAL CASH OFFER BY UBS AG HONG KONG BRANCH ON BEHALF OF NEW WORLD DEVELOPMENT COMPANY LIMITED TO ACQUIRE ALL THE ISSUED SHARES OF NEW WORLD DEPARTMENT STORE CHINA LIMITED (OTHER THAN THOSE ALREADY HELD BY NEW WORLD DEVELOPMENT COMPANY LIMITED) – (1) LEVEL OF ACCEPTANCES ON THE SECOND CLOSING DATE; (2) EXTENSION OF VOLUNTARY CONDITIONAL CASH OFFER; AND (3) NO PRICE INCREASE STATEMENT

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this joint 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 joint announcement.

This joint announcement is for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for securities of New World Department Store China Limited nor shall there be any sale, purchase or subscription for securities of New World Department Store China Limited in any jurisdiction in which such offer, solicitation or sale would be in contravention of applicable law. This joint announcement is not for release, publication or distribution in or into any jurisdiction where to do so would constitute a violation of the relevant laws of such jurisdiction.

The Offer is being made for the securities of a Cayman Islands company and while the Offer is subject to Hong Kong disclosure and procedural requirements, investors should be aware that these requirements are different from those of the United States of America (''US''). The financial statements included in the Composite Document mentioned in this joint announcement have been prepared in accordance with Hong Kong Financial Reporting Standards and thus may not be comparable to financial statements of US companies.

(incorporated in Hong Kong with limited liability)

(Stock Code: 0017)

JOINT ANNOUNCEMENT

PROPOSED PRIVATISATION BY WAY OF VOLUNTARY CONDITIONAL CASH OFFER

BY UBS AG HONG KONG BRANCH ON BEHALF OF NEW WORLD DEVELOPMENT COMPANY LIMITED TO ACQUIRE ALL THE ISSUED SHARES OF

NEW WORLD DEPARTMENT STORE CHINA LIMITED (OTHER THAN THOSE ALREADY HELD BY

NEW WORLD DEVELOPMENT COMPANY LIMITED)

1. LEVEL OF ACCEPTANCES ON THE SECOND CLOSING DATE;

2. EXTENSION OF VOLUNTARY CONDITIONAL CASH OFFER; AND

3. NO PRICE INCREASE STATEMENT

Sole Financial Adviser to the Offeror

UBS AG Hong Kong Branch

LEVEL OF ACCEPTANCES ON THE SECOND CLOSING DATE

As at 4 : 00 p.m. on the Second Closing Date, the Offeror had received valid acceptances in respect of 384,225,603 Offer Shares under the Offer, representing approximately 82.23% of the Offer Shares, approximately 82.25% of the Disinterested NWDSC Shares and approximately 22.79% of the issued share capital and voting rights of NWDSC as at the date of this announcement.

Of the 384,225,603 Offer Shares validly tendered for acceptances under the Offer:

1. 338,613,603 Offer Shares were tendered for acceptances by the Independent NWDSC Shareholders, representing approximately 72.49% of the Disinterested NWDSC Shares and approximately 20.08% of the issued share capital and voting rights of NWDSC as at the date of this announcement;

2. 112,000 Offer Shares were tendered for acceptances by the Offeror Concert Parties, representing approximately 0.01% of the issued share capital and voting rights of NWDSC as at the date of this announcement; and

3. 45,500,000 Offer Shares were purchased on market and were tendered for acceptances by the Offeror Concert Party as provided for in the Purchase Announcement, representing approximately 9.74% of the Offer Shares, approximately 2.70% of the issued share capital and voting rights of NWDSC and approximately 9.74% of the Disinterested NWDSC Shares.

As set out in the Joint Announcement and the Composite Document, the Offer shall be conditional, amongst others, on valid acceptance of the Offer having been received (and not, where permitted, withdrawn) by 4 : 00 p.m. on the Closing Date (or such later time or date as the Offeror may decide, subject to the rules of the Takeovers Code) in respect of such number of NWDSC Shares which would result in the Offeror holding at least 90% of the Offer Shares with the further proviso that, within that holding, the Offeror would also hold at least 90% of the Disinterested NWDSC Shares. As the Offeror has not received valid acceptance in respect of not less than 90% of the Offer Shares and not less than 90% of the Disinterested NWDSC Shares, such Condition has not been satisfied.

NO PRICE INCREASE STATEMENT

As provided for in the First Closing Announcement, UBS announces, for and on behalf of the Offeror, that the Offer Price will still remain at HK$2 per Offer Share. The Offeror will not increase the Offer Price. NWDSC Offer Shareholders and potential investors should be aware that, following the making of this statement, the Offeror will not be allowed to increase the Offer Price save in wholly exceptional circumstances, as provided in Rule 18.3 of the Takeovers Code.

EXTENSION OF OFFER PERIOD

The Offeror and NWDSC jointly announce that, pursuant to the Takeovers Code, the closing time and date of the Offer made by UBS for and on behalf of the Offeror will be extended from 4 : 00 p.m. on 1 August 2017 to 4 : 00 p.m. on Tuesday, 15 August 2017. All other terms of the Offer, as set out in the Composite Document and the Form of Acceptance, remain unchanged.

INTRODUCTION

Reference is made to (i) the announcement dated 6 June 2017 jointly issued by New World Development Company Limited (新世界發展有限公司) (the ''Offeror'') and New World Department Store China Limited (新世界百貨中國有限公司) (''NWDSC'') in respect of,

amongst other things, the proposed voluntary conditional cash offer by UBS AG Hong Kong Branch (''UBS'') on behalf of the Offeror to acquire all the issued shares of NWDSC (other than those already held by the Offeror) (the ''Joint Announcement''); (ii) the announcement dated 26 June 2017 jointly issued by the Offeror and NWDSC in respect of, amongst other things, the despatch of the Composite Document (as defined below); (iii) the composite offer and response document despatched to the NWDSC Offer Shareholders on 27 June 2017 (the ''Composite Document''); (iv) the result announcement dated 18 July 2017 jointly issued by the Offeror and NWDSC in respect of, amongst other things, the level of acceptance on the first closing date (the ''First Closing Announcement''); and (v) the announcement dated 26 July 2017 issued by the Offeror in respect of, amongst other things, the level of acceptances on the date of the announcement (the ''Purchase Announcement'').

Unless the context requires otherwise, capitalised terms used in this announcement shall have the same meanings as defined in the Composite Document and all references to time and dates contained in this announcement are to Hong Kong time and dates.

LEVEL OF ACCEPTANCES ON THE SECOND CLOSING DATE

As at 4 : 00 p.m. on 1 August 2017 (the ''Second Closing Date''), the Offeror had received valid acceptances in respect of 384,225,603 Offer Shares under the Offer, representing approximately 82.23% of the Offer Shares, approximately 82.25% of the Disinterested NWDSC Shares and approximately 22.79% of the issued share capital and voting rights of NWDSC as at the date of this announcement.

Of the 384,225,603 Offer Shares validly tendered for acceptances under the Offer:

1. 338,613,603 Offer Shares were tendered for acceptances by the Independent NWDSC Shareholders, representing approximately 72.49% of the Disinterested NWDSC Shares and approximately 20.08% of the issued share capital and voting rights of NWDSC as at the date of this announcement;

2. 112,000 Offer Shares were tendered for acceptances by the Offeror Concert Parties, representing approximately 0.01% of the issued share capital and voting rights of NWDSC as at the date of this announcement; and

3. 45,500,000 Offer Shares were purchased on market and were tendered for acceptances by the Offeror Concert Party as provided for in the Purchase Announcement, representing approximately 9.74% of the Offer Shares, approximately 2.70% of the issued share capital and voting rights of NWDSC and approximately 9.74% of the Disinterested NWDSC Shares.

As set out in the Joint Announcement and the Composite Document, the Offer shall be conditional, amongst others, on valid acceptance of the Offer having been received (and not, where permitted, withdrawn) by 4 : 00 p.m. on the Closing Date (or such later time or date as the Offeror may decide, subject to the rules of the Takeovers Code) in respect of such number of NWDSC Shares which would result in the Offeror holding at least 90% of the Offer Shares with the further proviso that, within that holding, the Offeror would also hold at least 90% of the Disinterested NWDSC Shares. As the Offeror has not received valid acceptance in respect of not less than 90% of the Offer Shares and not less than 90% of the Disinterested NWDSC Shares, such Condition has not been satisfied.

INTERESTS OF THE OFFEROR AND THE OFFEROR CONCERT PARTIES IN NWDSC SHARES

Immediately before the commencement of the Offer Period, the total number of, and rights over, NWDSC Shares that the Offeror and the Offeror Concert Parties held, controlled or directed was 1,219,012,000 NWDSC Shares, representing approximately 72.30% of the issued share capital and voting rights of NWDSC as at the date of this announcement.

Save for the acceptances of the Offer described in the paragraph headed ''Level of Acceptances on the Second Closing Date'' above and the purchase of the NWDSC Shares made by the Offeror Concert Party as provided for in the Purchase Announcement, during the Offer Period and up to the date of this announcement, neither the Offeror nor any of the Offeror Concert Parties has acquired or agreed to acquire any NWDSC Shares or rights over NWDSC Shares.

Neither the Offeror nor any of the Offeror Concert Parties has borrowed or lent any relevant securities (as defined in Note 4 to Rule 22 of the Takeovers Code) of NWDSC during the Offer Period and up to the date of this announcement, save for any borrowed NWDSC Shares which have been either on-lent or sold.

NO PRICE INCREASE STATEMENT

As provided for in the First Closing Announcement, UBS announces, for and on behalf of the Offeror, that the Offer Price will still remain at HK$2 per Offer Share. The Offeror will not increase the Offer Price. NWDSC Offer Shareholders and potential investors should be aware that, following the making of this statement, the Offeror will not be allowed to increase the Offer Price save in wholly exceptional circumstances, as provided in Rule 18.3 of the Takeovers Code.