HC Group Inc. — Capital/Financing Update 2016

Mar 16, 2016

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.

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HC INTERNATIONAL, INC. 慧聰網有限公司[*] (incorporated in the Cayman Islands with limited liability) (Stock Code: 02280)

UPDATE ON THE STATUS OF THE POSSIBLE TRANSACTION

This announcement is made by HC International, Inc. (the “ Company ”, together with its subsidiaries, the “ Group ”) pursuant to Rule 13.09 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “ Listing Rules ”) and the Inside Information Provisions (as defined in the Listing Rules) under Part XIVA of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong).

Reference is made to the announcement of the Company dated 25 February 2016 in relation to the possible disposal of certain assets by the Group in exchange for certain equity interest in a company established in the mainland China.

The Company would like to inform its shareholders (the “ Shareholders ”) and potential investors that the Company is in preliminary discussion with 上海鋼聯電子商務股份有限 公司 (Shanghai Ganglian E-Commerce Holdings Co., Ltd ) (“ Shanghai Ganglian ”) in relation to a possible transaction which may involve disposal of the entire equity interest in 北京知行銳景科技有限公司 (Beijing Zhixing Ruijing Technology Company Limited), a wholly-owned subsidiary of the Company, to achieve the purpose of disposing certain assets of the Group which own and operate the domain names www.zol.com.cn (中關村在線) and www.zol.com (中關村商城) by the Group to Shanghai Ganglian, in exchange for cash and/or certain equity interest in Shanghai Ganglian (the “ Possible Transaction ”). Shanghai Ganglian is a company established under the laws of the People’s Republic of China, the shares of which are listed on the Shenzhen Stock Exchange (stock code: 300226).

If the Possible Transaction materialises, it may constitute a notifiable transaction and/or connected transaction of the Company under the Listing Rules. The Company will comply with the applicable requirements under the Listing Rules and relevant laws and make further announcement(s) when necessary. As at the date of this announcement, no binding material term concerning the Possible Transaction has been agreed and the Company has not entered into any definitive agreement in relation to the Possible Transaction.

• For identification purposes only

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The Possible Transaction may or may not materialise. Shareholders and potential investors are reminded to exercise caution when dealing in the securities of the Company.

By order of the Board of HC International, Inc. Guo Jiang

Chief Executive Officer and Executive Director

Beijing, the People’s Republic of China, 16 March 2016

As at the date of this announcement, the Board comprises:

• Mr. Guo Fansheng (Executive Director and Chairman)

• Mr. Guo Jiang (Executive Director and Chief Executive Officer)

• Mr. Lee Wee Ong (Executive Director and Chief Financial Officer)

• Mr. Li Jianguang (Non-executive Director)

• Mr. Guo Wei (Non-executive Director)

• Mr. Zhang Ke (Independent Non-executive Director)

• Mr. Xiang Bing (Independent Non-executive Director)

• Mr. Zhang Tim Tianwei (Independent Non-executive Director)

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