Wasion : Announcements and Notices - Inside Information - Proposed Spin-off and Separate Listing of the Water Metering and Data Collection Terminal Business on A Stock Exchange in the PRC

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.

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 3393)

INSIDE INFORMATION

PROPOSED SPIN-OFF AND SEPARATE LISTING OF

THE WATER METERING AND DATA COLLECTION TERMINAL BUSINESS ON A STOCK EXCHANGE IN THE PRC

This announcement is made by the board (the ''Board'') of directors (the ''Directors'') of Wasion Group Holdings Limited (the ''Company''), together with its subsidiaries (the ''Group'') pursuant to Rule 13.09(2)(a) of The Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the ''Stock Exchange'') (the ''Listing Rules'') and the inside information provisions under Part XIVA of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong).

The Board wishes to notify the shareholders of the Company (the ''Shareholders'') and potential investors of the Company that the Company is exploring the possibility of the proposed spin-off and separate listing (the ''Proposed Spin-Off and Separate Listing'') of the Group's water metering and data collection terminal business on a stock exchange in the People's Republic of China (''PRC'').

The Directors will appoint relevant professional parties to review and advise on the feasibility, structure and timing of the Proposed Spin-Off and Separate Listing. The Proposed Spin-off and Separate Listing, if it proceeds, may constitute a notifiable transaction for the Company under Chapter 14 of the Listing Rules. The Company will make further announcement(s) in relation to the Proposed Spin-Off and Separate Listing in accordance with the requirements of the Listing Rules as and when appropriate.

As at the date of this announcement, no application for the Proposed Spin-Off and Separate Listing has been made to the Stock Exchange. The implementation of the Proposed Spin-Off and Separate Listing will be subject to, among other things, the approval of the Stock Exchange and the final decision of the Board. Accordingly, Shareholders and potential investors of the Company should be aware that there is no assurance that the Proposed Spin-Off and Separate Listing will take place or if it does, the timing thereof.

Shareholders and potential investors of the Company should exercise caution when dealing in or investing in the securities of the Company. If in any doubt, Shareholders and potential investors contemplating dealing in the securities of the Company are recommended to consult their professional advisors.

By order of the Board of

Wasion Group Holdings Limited Ji Wei

Chairman

Hong Kong, 28 September 2016

As at the date of this announcement, the Board comprises Mr. Ji Wei, Ms. Cao Zhao Hui, Mr. Zeng Xin, Ms. Zheng Xiao Ping, Mr. Wang Xue Xin and Ms. Li Hong as executive directors of the Company, Mr. Kat Chit as non-executive director of the Company, and Mr. Wu Jin Ming, Mr. Luan Wenpeng, Mr. Cheng Shi Jie and Mr. Hui Wing Kuen as independent non- executive directors of the Company.