HC Group Inc. — M&A Activity 2016

Aug 17, 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)

VOLUNTARY ANNOUNCEMENT POSSIBLE ACQUISITION

This announcement is made by HC International, Inc. (the “ Company ”, together with its subsidiaries, the “ Group ”) on a voluntary basis.

The Company would like to inform the shareholders of the Company and potential investors that the Company is currently in discussion with Digital China Holdings Limited (a substantial shareholder of the Company) in respect of the possible acquisition by the Group from Digital China Holdings Limited of all or part of the remaining equity interests in a joint venture of the Company. The possible acquisition, if materialized, may constitute a notificable transaction and/or a connected transaction of the Company under Chapters 14 and/or 14A of the Listing Rules.

The Company wishes to emphasize that the possible acquisition is subject to, among other things, the signing of formal sale and purchase agreement, and the terms and conditions are subject to further negotiation. As at the date of this announcement, no legally binding agreement in relation to the possible acquisition has been entered into. There is no assurance that the possible acquisition will proceed. The Company will make further announcement as and when necessary in compliance with the Listing Rules.

The possible acquisition may or may not materialized. Shareholders of the Company and potential investors are, accordingly, advised to exercise caution when dealing in the shares of the Company.

By order of the board of Directors HC INTERNATIONAL, INC. Guo Jiang Chief Executive Officer and Executive Director

Beijing, the People’s Republic of China, 17 August 2016

• For identification purpose only

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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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