Sapphire : Update On Change In Use Of Proceeds

SAPPHIRE CORPORATION LIMITED

("Company")

(Incorporated in the Republic of Singapore)

(Company Registration No. 198502465W)

UPDATE ON CHANGE IN USE OF PROCEEDS

All capitalised terms used in this Announcement which are not defined herein shall have the meanings ascribed to them in the announcements dated 2 June 2020, 3 July 2020, 9 October 2020, 24 October 2020, 26 October 2020 and 30 October 2020 ("Previous Announcements") and the circular to shareholders of the Company dated 9 October 2020 ("Circular") in relation to the Proposed Transaction.

The board of directors (the "Board" or "Directors") of the Company refers to the Previous Announcements and Circular relating to the Proposed Transaction.

The Board wishes to provide an update on the adjustments to the use of, and material disbursements from, the Company Usage Sum representing 28% of the Net Proceeds from the Proposed Transaction. The adjustments are to clarify the scope of each use of proceeds, and to adjust the percentage allocation for each use ("Change in Use of Proceeds").

Adjustments to Net Proceeds

(A)		(B)	(C)	(D)	(E)	(F)	(G)
			Original	Original	Revised	Change in	Revised
			percentage	allocation	allocation	allocation	percentage
Use of proceeds stated in Circular		Adjusted use of proceeds	allocation	(RMB'000)	(RMB'000)	(RMB'000)	allocation

1. 1. investments into, and financing,
2. investments into, and financing, and for supply of materials for(1)

urbanisation, infrastructure and water	urbanisation, infrastructure and water
and environmental conservation	and environmental	conservation	13.6%	35,000	50,000	15,000	19.5%
(WEM) projects and transit-oriented	(WEM) projects and	transit-oriented
development (TOD) projects, as and	development (TOD) projects, as and
when opportunities arise	when opportunities arise

(b)

purchase

of

construction

equipment by SYE for its business,

(b)

purchase

of construction

being the leasing of warehouse and

equipment by SYE for its business,

equipment and supply of materials for

4.3%

11,000

12,415

1,415

4.8%

being the leasing of warehouse and

urbanisation projects, and payment to

equipment and supply of materials for

Ranken Railway for site facilities

urbanisation projects,

construction and loan incurred(2)

(c) expansion of the BEM business of

(c) expansion of the BEM business of

CJPS,

including

investments

into

CJPS, including investments into other

other

companies

undertaking

the

companies undertaking

the BEM

3.5%

9,000

3,000

(6,000)

1.2%

BEM business or by increasing the

business or by increasing the

headcount of CJPS

headcount of CJPS

1. general corporate purposes (d) general corporate purposes including general working capital, including general working capital,

financing of new business ventures

financing of new business ventures

through acquisitions and/or strategic

through acquisitions

and/or

strategic

6.6%

17,048

6,633

(10,415)

2.6%

investments

as

and

when

investments

as

and

when

opportunities arise, and share buy-

opportunities arise, and share buy-

back exercises to Shareholders

back exercises to Shareholders

Total

28.0%

72,048

72,048

-

28.0%

Notes:

1. The Company Usage Sum will be further deployed for the purposes of SYE's business activity of supplying of construction materials, as disclosed in Section 2.1 "Information on Ranken Railway - Carved-out Assets" of the Circular.
2. The Company Usage Sum will be further deployed towards payment to Ranken Railway for site facilities construction and the payment to Ranken Railway for servicing of loans related to the construction of warehouses, which are necessary for SYE's business.

The Change in Use of Proceeds will not result in any change to the total amount of the Company Usage Sum. The Change in Use of Proceeds has been reviewed and approved by the Board, and in the context of the voluntary undertaking by the Company to the SGX-ST as referred to in Section 5 of the Circular, received the SGX-ST's confirmation of no objection. The Board is of the view that the Change in Use of Proceeds is in the best interests of the Group and its shareholders.

Material disbursements from Company Usage Sum

The Company has made material disbursements from the Company Usage Sum following the Change in Use of Proceeds. Details of the material disbursements from the Company Usage Sum are as follows:

(A)

(B)

(C)

(D)

(E)

(F)

Balance amount

unutilised as a

Balance amount

percentage of

Revised allocation

Revised percentage

Total amount

unutilised

total Net

Adjusted use of proceeds

(RMB'00)

allocation

utilised (RMB'000)

(RMB'000)

Proceeds

(a) investments into, and financing, and for

supply of materials for urbanisation,

infrastructure and water and environmental

50,000

19.5%

24,422

25,578

10.0%

conservation (WEM) projects and transit-

oriented development (TOD) projects, as and

when opportunities arise

(b) purchase of construction equipment by

SYE for its business, being the leasing of

warehouse and equipment and supply of

12,415

4.8%

12,031

384

0.1%

materials for urbanisation projects, and

payment to Ranken Railway for site facilities

construction and loan incurred

(c) expansion of the BEM business of CJPS,

including investments into other companies

3,000

1.2%

0

3,000

1.2%

undertaking the BEM business or by

increasing the headcount of CJPS

1. general corporate purposes including general working capital, financing of new

business ventures through	acquisitions	6,633	2.6%	1,810	4,823	1.9%
and/or strategic investments as and when
opportunities arise, and share buy-back
exercises to Shareholders
Total		72,048	28.0%	38,262	33,786	13.1%

The Company will continue to make further periodic announcements on the use of the Net Proceeds as and when the Net Proceeds are materially disbursed.

By Order of the Board of

Sapphire Corporation Limited

Wang Heng

Executive Director and Chief Executive Officer

22 January 2021