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.

This announcement is for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for securities of the Company.

HANERGY SOLAR GROUP LIMITED

(Incorporated in Bermuda with limited liability)

(Stock code: 566) TERMINATION OF THE SUBSCRIPTION AGREEMENT

This announcement is made pursuant to Rule 14.36 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited.
Reference is made to (i) the announcement of Hanergy Solar Group Limited (the "Company") dated
10 January 2014 in relation to, among others, the Subscription Agreement dated 9 January 2014 between the Company and the Subscriber (the "Announcement"); and (ii) the announcement of the Company dated 7 March 2014 in relation to the supplemental agreement dated 7 March 2014 (the "Supplemental Agreement") between the Company and the Subscriber to extend the Long Stop Date to 9 April 2014. Unless otherwise defined, capitalised terms used herein shall have the same meanings as those defined in the Announcement.
As of 9 April 2014, the Subscriber has not obtained the approval from all the relevant government authorities in the PRC in relation to the entering into and performance of the Subscription Agreement. As such, the condition of the Subscription Agreement (as amended by the Supplemental Agreement) as set out in paragraph (g) of the section headed "Conditions of the Subscription" of the Announcement was not fulfilled on or before 9 April 2014, the Subscription Agreement and Supplemental Agreement have terminated and ceased to have effect. Since the closing price of the Shares on the Long Stop Date (i.e. 9 April 2014) is not lower than the Subscription Price, the Subscriber is not required to pay the Company the specific compensation pursuant to the Subscription Agreement, and none of the parties shall have any claim against the other, save for any antecedent breaches of the provisions of the Subscription Agreement and the Supplemental Agreement.
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As stated in the Announcement, the net proceeds of the Subscription would be for the general corporate and working capital of the Group and as funds for future development of the Company when the investment opportunities arise. Therefore, the Directors consider that the termination of the Subscription Agreement has no material adverse impact on the financial and operational position of the Group.
By order of the Board

Hanergy Solar Group Limited Frank Mingfang Dai

Chairman and Chief Executive Officer

Hong Kong, 10 April 2014
Website: http://www.hanergysolargroup.com/en

As at the date of this announcement, the executive directors of the Company are Mr. Frank Mingfang Dai (Chairman and Chief Executive Officer), Dr. Li Yuan-min (Deputy Chairman and Chief Technology Officer), Mr. Hui Ka Wah, Ronnie J.P. (Finance Director and Senior Vice-President), Mr. Chen Li and Mr. Li Guangmin; and the independent non-executive directors of the Company are Ms. Zhao Lan, Mr. Wong Wing Ho and Mr. Wang Tongbo.

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