China Baoli Technologies : DISCLOSEABLE TRANSACTION - THE SUPPLEMENTAL AGREEMENTS TO THE AGREEMENTS IN RELATION TO THE PROPOSED ISSUANCE OF THE SECOND AND THIRD TRANCHE OF CONSIDERATION SHARES BY THE COMPANY

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China Baoli Technologies Holdings Limited

中國寶力科技控股有限公司

(Incorporated in Bermuda with limited liability)

(Stock Code: 164)

DISCLOSEABLE TRANSACTION

THE SUPPLEMENTAL AGREEMENTS TO THE AGREEMENTS

IN RELATION TO THE PROPOSED ISSUANCE OF

THE SECOND AND THIRD TRANCHE OF CONSIDERATION

SHARES BY THE COMPANY

References are made to the announcements of China Baoli Technologies Holdings Limited (the "Company") dated 29 March 2019, 10 May 2019 and 6 June 2019 (the "Announcements") in relation to the acquisition of the entire issued share capital of Hong Kong Made and Ample Success involving an issue of Consideration Shares under general mandate. Capitalised terms used herein shall have the same meanings as those defined in the Announcements.

INTRODUCTION

On 14 August 2020, the Vendors and the Company have entered into a supplemental agreement (the "Supplemental Agreement") to the Agreements respectively, pursuant to which the parties to the Supplemental Agreement agreed to amend certain terms of the Agreements.

Details of the Supplemental Agreement are set out below.

THE SUPPLEMENTAL AGREEMENT

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A summary of amendments to the terms of the Agreements are set out as follows:

1. Amendment to the definitions of "Second Tranche Consideration Shares Issue Date" and "Third Tranche Consideration Shares Issue Date"
   Pursuant to the definitions of the Agreements, the Second Tranche Consideration Shares Issue Date shall have the meaning of "the first anniversary date of the Completion Date or five business days after the date on which the Second Tranche Consideration Shares Conditions are fulfilled (whichever occurs the earlier) or such other date as may be agreed by the Company and the Vendors in writing". The Third Tranche Consideration Shares Issue Date shall have the meaning of "the second anniversary date of the Completion Date or five business days after the date on which the Third Tranche Consideration Shares Conditions are fulfilled (whichever occurs the earlier) or such other date as may be agreed by the Company and the Vendors in writing".
   Pursuant to the terms and conditions of the Supplemental Agreement, the above terms have been amended to "five business days after the date on which the Second Tranche Consideration Shares Conditions are fulfilled or such other date as may be agreed by the Company and the Vendors in writing" and "five business days after the date on which the Third Tranche Consideration Shares Conditions are fulfilled or such other date as may be agreed by the Company and the Vendors in writing" respectively.
2. Amendment to the terms of the Consideration relating to the Second Tranche Consideration Shares
   Pursuant to the terms and conditions of the Agreements, the Company shall allot and issue the Second Tranche Consideration Shares to the Vendors or their respective nominees upon the Second Tranche Consideration Shares Issue Date, subject to Hong Kong Made and Guangzhou Shengyu having executed an agreement (in form and substance satisfactory to the Company) to extend the term of the Hong Kong Made Contract for three years to 30 June 2023.
   Pursuant to the terms and conditions of the Supplemental Agreement, the above term has been amended to "the Second Tranche Consideration Shares shall be allotted and issued by the Company to the Vendors or their designated nominee(s) on or before 15 July 2022, subject to Hong Kong Made and Guangzhou Shengyu having executed an agreement (in form and substance satisfactory to the Company) to extend the term of the Hong Kong Made Contract for three years to 30 June 2023".

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1. Amendment to the terms of the Consideration relating to the Third Tranche Consideration Shares
   Pursuant to the terms and conditions of the Agreements, the Company shall pay the Vendors the Third Tranche Consideration by the allotment and issue of the Third Tranche Consideration Shares to the Vendors or their respective nominees upon the Third Tranche Consideration Shares Issue Date, subject to the satisfaction of the Third Tranche Consideration Shares Conditions.

Pursuant to the terms and conditions of the Supplemental Agreement, the above term has been amended to "the Third Tranche Consideration Shares shall be allotted and issued by the Company to the Vendors or their designated nominee(s) on or before 15 July 2023, subject to the satisfaction of the Third Tranche Consideration Shares Conditions".

Save as disclosed above, all other terms and conditions under the Agreements remain unchanged and in full force and effect. The terms of the Supplemental Agreement were arrived at after arm's length negotiations between the Company and the Vendors, and the Directors consider that the terms of the Supplemental Agreement are fair and reasonable and in the interests of the Company and the Shareholders as a whole.

CONTINUED SUSPENSION OF TRADING

At the request of the Company, trading in the Shares on the Stock Exchange has been suspended with effect from 9:00 a.m. on 2 July 2019 and will remain suspended until further notice pending the fulfilment of the resumption conditions.

By order of the Board

China Baoli Technologies Holdings Limited

Zhang Yi

Chairman

Hong Kong, 14 August 2020

As at the date of this announcement, the executive Directors are Mr. Zhang Yi (Chairman), Ms. Chu Wei Ning (Chief Executive Officer) and Ms. Lam Sze Man; and the independent non-executive Directors are Mr. Chan Fong Kong, Francis, Mr. Chan Kee Huen, Michael and Mr. Feng Man.

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