DUPD.L Regulatory News (DUPD)

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, DIRECTLY OR INDIRECTLY, IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF SUCH JURISDICTION.

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION.

FOR IMMEDIATE RELEASE

1 AUGUST 2017

MANDATORY CASH OFFER

by

DRAGON CAPITAL INVESTMENTS LIMITED ("DCI")

for

DRAGON-UKRAINIAN PROPERTIES AND DEVELOPMENT PLC ("DUPD")

OFFER CLOSED

On 8 June 2017, in accordance with Rule 9 of the City Code on Takeovers and Mergers, DCI announced its firm intention to make a mandatory cash offer for all of the Shares of DUPD which the Dragon Capital Group did not already own at a price of 13 pence per DUPD Share (the "Offer"). On 27 June 2017, DCI increased the Offer to 15 pence per DUPD Share. The Offer Document in relation to the Offer was posted to shareholders on 27 June 2017.

On 18 July 2017, DCI had received valid acceptances from DUPD Shareholders in respect of 29,067,044 DUPD Shares, representing 26.58 per cent. of the existing issued share capital of DUPD and 39.51 per cent. of the DUPD Shares not already owned by DCI as a result of which DCI had become interested in 64,861,833 DUPD Shares representing approximately 59.31 per cent. of the issued share capital of DUPD and declared the Offer wholly unconditional.

On that date the Offer was extended until 1.00 p.m. on 1 August 2017 ("the Closing Date").

As at the Closing Date, DCI has received valid acceptances from DUPD Shareholders in respect of 30,366,503 DUPD Shares, representing 27.77 per cent. of the existing issued share capital of DUPD and 41.28 per cent. of the DUPD Shares not already owned by DCI as a result of which DCI had become interested in 66,161,292 DUPD Shares representing approximately 60.5 per cent. of the issued share capital of DUPD.

In addition to the DUPD Shares acquired under the Offer, DCI has made purchases on 24, 25 and 26 July totalling 112,675 DUPD Shares at 15 pence per DUPD Share. As a result, in total, DCI is now interested in 66,273,967 DUPD Shares representing approximately 60.6 per cent. of the issued share capital of DUPD.

THE OFFER IS NOW CLOSED.

Settlement of consideration

The consideration to which any DUPD Shareholder accepting the Offer is entitled under the Offer will be settled within 14 days of such receipt of valid acceptances received while the Offer remained open for acceptance, in each case in the manner described in the Offer Document.

General

Save as disclosed in this announcement, there have been no changes in the information disclosed in any document or announcement previously published by DCI in connection with the Offer which are material in the context of that document or announcement and there have been no material changes to any of the matters listed in Rule 27.2(b) of the Code since the publication of the Offer Document.

Defined terms used but not defined in this announcement have the meanings set out in the Offer Document.

The information communicated in this Announcement is inside information for the purposes of Article 7 of the Market Abuse Regulation (EU) No. 596/2014.

Enquiries:

Apart from the responsibilities, if any, which may be imposed on SPARK Advisory Partners Limited by the Financial Services and Markets Act 2000, the European Communities (Markets in Financial Instruments) Regulations 2007 (as amended) or the regulatory regimes established thereunder or the Code, SPARK Advisory Partners Limited does not accept any responsibility whatsoever for the contents of this announcement or for any statements made or purported to be made by it or on its behalf in connection with the Offer, SPARK Advisory Partners Limited accordingly disclaims all and any liability whether arising in tort, contract or otherwise (save as referred to above) which it might otherwise have in respect of this announcement or any such statement.

SPARK Advisory Partners Limited is acting exclusively as financial adviser to DCI and no one else in connection with the Offer. SPARK Advisory Partners Limited will not be responsible to anyone other than DCI for providing the protections afforded to its clients or for providing advice in relation to the Offer or any other matter referred to in this Announcement or otherwise.

Further information

This Announcement is for information purposes only. It is not intended to and does not constitute, or form part of, an offer or invitation or the solicitation of any offer to sell or purchase any securities or the solicitation of any offer to otherwise acquire, subscribe for, sell or otherwise dispose of any security pursuant to the Offer or otherwise.

This Announcement does not constitute a prospectus or prospectus equivalent document.

Publication of this Announcement

A copy of this Announcement (together with any document incorporated by reference) will be available free of charge, subject to any applicable restrictions relating to persons resident in Restricted Jurisdictions, on the Dragon Capital Group website at https://rule9offerdci.dragon-capital.com by no later than 12 noon on [2] August 2017 until the end of the Offer Period. For the avoidance of doubt, the contents of the Dragon Capital Group website are not incorporated into and do not form part of this Announcement unless otherwise stated herein. You may request a hard copy of this Announcement, and all future documents, announcements and information in relation to the Offer, by writing to Donald Stewart, Kepstorn Solicitors, 7 St James Terrace, Lochwinnoch Road, Kilmacolm PA13 4HB or by calling, between 9.00 a.m. and 5.00 p.m. on Monday to Friday (except UK bank holidays) on +44 (0) 7786 575 372. Unless such a request is made, and save as otherwise required by Rule 2.11 of the Code, a hard copy of this Announcement (and any information incorporated by reference in it) will not be sent to any person.

Rounding

Certain figures included in this Announcement have been subject to rounding adjustments.

Time

In this Announcement references to time are to London time.