Tsun Yip Holdings Limited — M&A Activity 2016

Dec 28, 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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CNC HOLDINGS LIMITED 中國新華電視控股有限公司

(Incorporated in the Cayman Islands with limited liability)

(stock code: 8356)

EXTENSION OF LONG STOP DATE IN RELATION TO THE VERY SUBSTANTIAL ACQUISITION

Reference is made to the circular of CNC Holdings Limited (the “ Company ”) dated 28 October 2016 (the “ Circular ”) and VSA Announcements in relation to, among others, the Acquisition. Capitalised terms used herein shall have the same meanings as those defined in the Circular unless the context requires otherwise.

Pursuant to the Agreement, if all of the conditions are not fulfilled or otherwise waived (as the case may be) on or before 31 December 2016 (the " Long Stop Date "), the Purchaser has the right to terminate the Agreement and all obligations of the parties under the Agreement shall end but all rights and liabilities of the parties which have accrued before termination shall continue to exist.

As further time will be required to fulfil condition precedent (a) as mentioned in “Letter from the Board - Conditions to the Completion” of the Circular, the parties to the Agreement agreed to extend the Long Stop Date from 31 December 2016 to 31 March 2017. Save and except for the above extension of the Long Stop Date, all other terms and provisions of the Agreement shall remain unchanged and in full force and effect.

Shareholders and potential investors should note that Completion is subject to conditions to be fulfilled or waived (as the case may be) and may or may not proceed. Shareholders and potential investors should also note that there are risks associated with the Acquisition and they should consider and assess all the risks carefully. Shareholders and potential investors are reminded to exercise extreme caution when dealing in the Shares and other securities of the Company.

By order of the Board CNC Holdings Limited Li Yuet Tai Company Secretary

Hong Kong, 28 December 2016

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As at the date of this announcement, the Directors are Mr. Zhang Hao[1] (Chairman), Mr. Zou Chen Dong[1] (Vice Chairman and Chief Executive Officer), Mr. Kan Kwok Cheung[1] , Mr. Chia Kar Hin, Eric John[1] , Dr. Li Yong Sheng[2] , The Hon. Ip Kwok Him,GBS, JP[3] , Mr. Kwok Man Wai, SBS, IDS, JP[3] , Mr. Wan Chi Keung, Aaron, BBS, JP[3] , Mr. Jin Hai Tao[3] and Mr. Wong Chung Yip, Kenneth[3] .

• 1 Executive Director

• 2 Non-executive Director

• 3 Independent non-executive Director

This announcement, for which the Directors collectively and individually accept full responsibility, includes particulars given in compliance with the Rules Governing the Listing of Securities on the Growth Enterprise Market (the “GEM”) of The Stock Exchange of Hong Kong Limited for the purpose of giving information with regard to the Company. The Directors, having made all reasonable enquiries, confirm that, to the best of their knowledge and belief, the information contained in this announcement is accurate and complete in all material respects and not misleading or deceptive and there are no other matters the omission of which would make any statement herein or this announcement misleading.

This announcement will remain on the GEM website at http://www.hkgem.com on the “Latest Company Announcements” page for at least seven days from the date of its posting and the Company’s website at www.cnctv.hk.

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