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.

OURGAME INTERNATIONAL HOLDINGS LIMITED

聯 眾 國 際 控 股 有 限 公 司*

(a company incorporated under the laws of the Cayman Islands with limited liability)

(Stock Code: 6899)

VOLUNTARY ANNOUNCEMENT

UPDATE ON VERY SUBSTANTIAL DISPOSAL IN RELATION TO

THE PROPOSED DISPOSAL OF

THE ENTIRE EQUITY INTERESTS OF CLUB SERVICES, INC.

This announcement is made by Ourgame International Holdings Limited (the ''Company'', together with its subsidiaries, the ''Group'') on a voluntary basis. The purpose of this announcement is to keep the shareholders of the Company and potential investors informed of the latest development of the proposed disposal of the entire equity interests of Club Services, Inc. (the ''Disposal'').

Reference is made to the announcements of the Company dated 19 January 2021, 23 March 2021, 29 March 2021 and 30 March 2021 (collectively the ''Announcements'') and the circular of the Company dated 6 March 2021 (the ''Circular''). Terms used in this announcement shall have the same meaning as those defined in the Announcements and the Circular unless otherwise defined.

The board of directors (the ''Board'') of the Company would like to inform the shareholders of the Company that, as described in the Announcements, the Company's non-wholly owned subsidiary, Allied Esports Entertainment Inc. (''AESE'', a NASDAQ listed company, stock code: AESE) is in the process of selling companies related to its poker brand ''World Poker Tour'' (''WPT'') recently. Pursuant to a press release issued by AESE on 30 March, 2021 (the ''Press Release''), the Vendor, the Target Company, AESE and the Purchaser entered into Amendment No.1 to the Amended Stock Purchase Agreement (the ''Amendment No. 1'') to amend the Consideration under the Amended Stock Purchase Agreement to proceed with the Disposal. Following the Press Release, the Company published a supplemental announcement on 30 March 2021, stating, among other things, that another extraordinary general meeting will be convened to consider the revised terms of the Amended Stock Purchase Agreement as amended by the Amendment No. 1.

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In accordance with the highest bidder principle adopted by the Board during a Board meeting on 11 March 2021, the Company's position on the Disposal remains that, in principle, the Company shall support the deal under which the most favorable terms are offered as consideration for the WPT business, provided that such terms would maximize the interests of shareholders of AESE and the Company, to the extent permissible by the relevant rules and regulations. It was also noted that, the board of directors of AESE (the ''AESE Board'') determined that after three rounds of price bidding, at present, the terms of the proposal received from Bally's Corporation did not constitute a ''Superior Proposal'' (as defined in the Amended Stock Purchase Agreement). The highest quotation currently received by AESE amounting to US$105 million is also offered by Element Partners, LLC. Mr. Li Yangyang, the chairman of the Board and an executive Director of the Company, has liaised with the AESE Board and communicated such position with the AESE Board. Our Company will continue to pay close attention to the disposal of WPT Business and will strictly comply with the requirements of relevant laws and regulations.

As the Disposal is subject to the satisfaction or wavier of the Conditions as set out in the Amended Stock Purchase Agreement, and the Disposal may or may not proceed, the Shareholders and potential investors are reminded to exercise caution in dealing in the Shares.

This announcement should be read in conjunction with the Announcements and the Circular. Save as specified herein, the information set out in this announcement does not affect other information and contents set out in the Announcements and the Circular.

By order of the Board

Ourgame International Holdings Limited

Li Yangyang

Chairman and Executive Director

Beijing, 6 May 2021

As at the date of this announcement, the Board comprises Mr. Li Yangyang and Mr. Lu Jingsheng as executive Directors; Mr. Liu Jiang, Mr. Liu Xueming and Ms. Wu (Claire) Libing as non-executive Directors; and Professor Huang Yong, Mr. Ma Shaohua and Mr. Zhang Li as independent non-executive Directors.

  • For identification purpose only

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Ourgame International Holdings Ltd. published this content on 07 May 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 07 May 2021 08:01:11 UTC.