China Best : DISCLOSEABLE TRANSACTION DISPOSAL OF LISTED SECURITIES (in PDF)

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.

國華集團控股有限公司 *

(Incorporated in Bermuda with limited liability)

The Group disposed on-market the LTHL Shares in a series of transactions conducted between 2 June 2016 and 28 July 2016, at a price between HK$0.98 and HK$1.08 per LTHL Share for an aggregate net sale proceeds of approximately HK$77,332,000 (after deduction of transaction costs).

As certain applicable percentage ratios exceed 5% but are less than 25%, the Disposal constitutes a discloseable transaction of the Company under Chapter 14 of the Listing Rules and is subject to notification and announcement requirements pursuant to Chapter 14 of the Listing Rules.

The Group disposed on-market the LTHL Shares in a series of transactions conducted between 2 June 2016 and 28 July 2016, at a price between HK$0.98 and HK$1.08 per LTHL Share for an aggregate net sale proceeds of approximately HK$77,332,000 (after deduction of transaction costs). The average selling price of each LTHL Share is approximately HK$1.04.

* For identification purpose only

As the Disposal was made on the market, the Company is not aware of the identities of the purchasers of the LTHL Shares. To the best of the knowledge, information and belief of the Directors, having made all reasonable enquiries, each of the purchasers of the LTHL Shares and their ultimate beneficial owners are Independent Third Parties.

The Group disposed of 74,405,000 LTHL Shares, representing approximately 2.59% of the issued share capital of LTHL as at the date of this announcement.

After the Disposal, the Group still holds 43,500,000 LTHL Shares, representing approximately 1.52% of the issued share capital of LTHL as at the date of this announcement.

The aggregate net sale proceeds of the Disposal is approximately HK$77,332,000 (after deduction of transaction costs), which is receivable in cash on settlement. The consideration for the Disposal represented the market price of the LTHL Shares at the time of the Disposal.

The Group is principally engaged in (i) international air and sea freight forwarding and the provision of logistics services, (ii) trading of securities, (iii) trading of fuel oil, electronic devices and other commodities, (iv) the finance leasing business and (v) the money lending business.

The purpose of the Disposal is to allow the Group to liquidate its securities investment and re-allocate its resources in line with the Group's business development. Before the Disposal, such LTHL Shares were classified as held for trading investments in the accounts of the Group with a total carrying value of approximately HK$55,804,000 as at 31 December 2015. As a result of the Disposal, a gain of approximately HK$12,433,000 was recorded in the first half of 2016 and mitigated losses derived from trading in listed securities during the period, while the remaining gain of approximately HK$9,095,000 will be recognised in the second half of 2016. The aforesaid gains are calculated on the basis of the difference between their carrying value and net sale proceeds (after deduction of the transaction costs). The Group intends to use the proceeds of the Disposal for its existing business operation and general working capital.

The Disposal was made at market price and the Directors (including the independent non- executive Directors) are of the view that the Disposal will enhance the liquidity of the Group, was fair and reasonable, on normal commercial terms and in the interests of the Company and its Shareholders as a whole.

LTHL is principally engaged in trading and manufacturing of chicken meat products, animal feeds and chicken breeds, and since the second half of 2015, it has commenced its business diversification beyond the poultry business into the multi-media and gaming business as well. LTHL Shares are listed and traded on the main board of the Stock Exchange (stock code: 1089).

The following information is extracted from the 2015 annual report of LTHL:

constitutes a discloseable transaction of the Company under Chapter 14 of the Listing Rules and is subject to notification and announcement requirements pursuant to Chapter 14 of the Listing Rules.

In this announcement, unless the context otherwise requires, the following terms have the following meanings:

"Board" the board of Directors

"Company" China Best Group Holding Limited, a company incorporated in Bermuda whose shares are listed on the main board of the Stock Exchange (Stock Code: 370)

"Director(s)" the director(s) of the Company "discloseable transaction" as defined in the Listing Rules

"Disposal" the disposal by the Company, through its wholly-owned subsidiary, of a total of 74,405,000 LTHL Shares on the market for the period from 2 June 2016 to 28 July 2016 for a net sale proceeds of approximately HK$77,332,000 (after deduction of transaction costs)

"Group" the Company and its subsidiaries

"HK$" Hong Kong dollars, the lawful currency of Hong Kong

"Hong Kong" the Hong Kong Special Administrative Region of the People's Republic of China

"Independent Third Parties"

third parties independent of the Company and the connected persons of the Company

"Listing Rules" the Rules Governing the Listing of Securities on the Stock

Exchange

"LTHL" Leyou Technologies Holdings Limited, a company incorporated in the Cayman Islands with limited liability, the shares of which are listed on the main board of the Stock Exchange (Stock Code:1089)