Bloomage BioTechnology : Announcements and Notices - Continuing Connected Transactions - Renewal of the 2016 Property Leasing Agreement

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.

華 熙 生 物 科 技 有 限 公 司

(Incorporated in the Cayman Islands with limited liability)

Reference is made to the announcements of the Company dated 18 January 2013 and 4 January 2016 in relation to, among other things, the 2016 Property Leasing Agreement.

Pursuant to the 2016 Property Leasing Agreement, Bloomage Hyinc, an indirect wholly owned subsidiary of the Company, agreed to renew the 2013 Property Leasing Agreement and to lease from Bloomage Property the Property as office for a term from 1 January 2016 to 31 December 2016.

The Board announces that on 30 December 2016 (after trading hours of the Stock Exchange), Bloomage Hyinc and Bloomage Property entered into the Renewed 2016 Property Leasing Agreement for renewal of the 2016 Property Leasing Agreement. Pursuant to the Renewed 2016 Property Leasing Agreement, Bloomage Hyinc agreed to renew the 2016 Property Leasing Agreement and to lease from Bloomage Property the Property as office for a term from 1 January 2017 to 31 December 2017.

Bloomage Property is ultimately owned as to 100% by Ms. Zhao, the chairman, controlling shareholder, and an executive Director of the Company. As such, Bloomage Property is a connected person of the Company. Accordingly, the Renewed 2016 Property Leasing Agreement and the transactions contemplated thereunder constitute continuing connected transaction of the Company under Chapter 14A of the Listing Rules.

As all the applicable percentage ratios for the transactions contemplated under the Renewed 2016 Property Leasing Agreement are less than 5%, the transactions contemplated under the Renewed 2016 Property Leasing Agreement is subject to the reporting, annual review and announcement requirements, but is exempted from the independent shareholders' approval requirement under Chapter 14A of the Listing Rules.

Reference is made to the announcements of the Company dated 18 January 2013 and

4 January 2016 in relation to, among other things, the 2016 Property Leasing Agreement. Pursuant to the 2016 Property Leasing Agreement, Bloomage Hyinc, an indirect wholly owned subsidiary of the Company, agreed to renew the 2013 Property Leasing Agreement and to lease from Bloomage Property the Property as office for a term from 1 January 2016 to 31 December 2016.

The Board announces that on 30 December 2016 (after trading hours of the Stock Exchange), Bloomage Hyinc and Bloomage Property entered into the Renewed 2016 Property Leasing Agreement for renewal of the 2016 Property Leasing Agreement.

Details of the Renewed 2016 Property Leasing Agreement are set out below:

30 December 2016 (after trading hours of the Stock Exchange)

1. Bloomage Hyinc, an indirect wholly-owned subsidiary of the Company (as lessee); and

2. Bloomage Property (as lessor).

Pursuant to the Renewed 2016 Property Leasing Agreement, Bloomage Hyinc agreed to renew the 2016 Property Leasing Agreement and to lease from Bloomage Property the Property as office with a gross area of approximately 1,371.11 square meters at a monthly rent of RMB562,155.10 (being RMB410 per square metre), payable by Bloomage Hyinc on the 25th to 28th day of each calendar month during the term of the Renewed 2016 Property Leasing Agreement. Bloomage Hyinc shall also pay related monthly management fees at the monthly rate of RMB45,246.63 (being RMB33 per square metre) to the designated property management company, an independent third party.

The warranty money paid by Bloomage Hyinc to Bloomage Property pursuant to the 2016 Property Leasing Agreement shall be fully refunded without interest to Bloomage Hyinc within thirty (30) days from the expiry of the term of the Renewed 2016 Property Leasing Agreement.

The Renewed 2016 Property Leasing Agreement has a fixed term from 1 January 2017 to 31 December 2017 (both days inclusive).

The historical figures for the rent payable by Bloomage Hyinc under the 2013 Property Leasing Agreement and the 2016 Property Leasing Agreement are set out as follows:

Year ended 31 December 2013 RMB 6,252,261.60

Year ended 31 December 2014 RMB 6,252,261.60

Year ended 31 December 2015 RMB 6,252,261.60

Year ended 31 December 2016 RMB 6,745,861.20

The annual cap for the rent payable by Bloomage Hyinc under the Renewed 2016 Property Leasing Agreement for the period from 1 January 2017 to 31 December 2017 (both days inclusive) shall be RMB6,745,861.20, taking into account the monthly rent under the Renewed 2016 Property Leasing Agreement.

The rent payable by Bloomage Hyinc in respect of the leasing of the Property contemplated under the Renewed 2016 Property Leasing Agreement was determined by Bloomage Hyinc and Bloomage Property after arm's length negotiations with reference to the prevailing market rates for comparable properties in the relevant neighborhood.

The Group has been leasing the Property from Bloomage Property as office under the 2013 Property Leasing Agreement and the 2016 Property Leasing Agreement. Due to the expiry of the lease under the 2016 Property Leasing Agreement on 31 December 2016, the Group entered into the Renewed 2016 Property Leasing Agreement to renew the lease for the Property for a term from 1 January 2017 to 31 December 2017. The Directors are of the view that the renewal of the lease of the Property under the Renewed 2016 Property Leasing Agreement will help the Group to maintain stability of its operations and it is in the interests of the Group in terms of cost and time to enter into the Renewed 2016 Property Leasing Agreement instead of finding and relocating to a new premises.

The Directors (including independent non-executive Directors) are of the view that the Renewed 2016 Property Leasing Agreement was entered into on normal commercial terms in the ordinary and usual course of business of the Group, and the Renewed 2016 Property Leasing Agreement and the transactions contemplated thereunder (including the annual cap) are fair and reasonable and in the interests of the Company and its Shareholders as a whole.

Bloomage Property is ultimately owned as to 100% by Ms. Zhao, the chairman, controlling shareholder, and an executive Director of the Company. As such, Bloomage Property is a connected person of the Company. Accordingly, the Renewed 2016 Property Leasing Agreement and the transactions contemplated thereunder constitute continuing connected transactions of the Company under Chapter 14A of the Listing Rules.