China Tangshang Holdings Limited.HKEX: 674

Completion of the very substantial acquisition and connected transaction in relation to the acquisition of the target group

· Issued by China Tangshang Holdings Limited.

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

CHINA TANGSHANG HOLDINGS LIMITED

中 國 唐 商 控 股 有 限 公 司

(Incorporated in Bermuda with limited liability)

(Stock Code: 674)

COMPLETION OF THE VERY SUBSTANTIAL ACQUISITION AND

CONNECTED TRANSACTION IN RELATION TO

THE ACQUISITION OF THE TARGET GROUP

Reference is made to the announcement of China Tangshang Holdings Limited (the "Company") dated 9 April 2020 and the circular (the "Circular") dated 22 June 2020 regarding the very substantial acquisition and connected transaction in relation to the acquisition of the Target Group, as well as the announcement of the Company dated 10 July 2020 regarding the poll results of the special general meeting held on 10 July 2020. Capitalised terms used in this announcement shall have the same meanings as defined in the Circular unless the context requires otherwise.

The Board is pleased to announce that all the conditions precedent set out in the Equity Sale and Purchase Agreement had been fulfilled and the Completion of the Acquisition took place on 27 July 2020. Upon the Completion of the Acquisition, the Target Company becomes a wholly-owned subsidiary of the Company. Accordingly, the financial information of the Target Group will be consolidated into the accounts of the Group. The Consideration has been settled by the Company and the Consideration Shares have been allotted and issued by the Company to Mr. Chen Weiwu in accordance with the terms of the Agreement.

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Set out below for illustrative purposes is the shareholding structure of the Company (i) immediately before allotment of issue of Consideration Shares; and (ii) immediately upon the allotment and issue of the Consideration Shares:

Immediately before the

Immediately upon the

allotment and issue of the

allotment and issue of

Consideration Shares

Consideration Shares

Number

Approximate

Number

Approximate

of Shares

%

of Shares

%

Mr. Chen Weiwu

579,806,977

53.80

1,379,806,977

73.48

Public Shareholders

497,971,593

46.20

497,971,593

26.52

Total

1,077,778,570

100.00

1,877,778,570

100.00

By Order of the Board

China Tangshang Holdings Limited

Chen Weiwu

Chairman

Hong Kong, 27 July 2020

As at the date of this announcement, the executive Directors are, Mr. Chen Weiwu (Chairman) and Mr. Zhou Houjie; and the independent non-executive Directors are Mr. Chen Youchun, Ms. Lui Mei Ka and Mr. Zhou Xin.

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