Wang On Group Limited — Capital/Financing Update 2017

Oct 18, 2017

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this joint 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 joint announcement.

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WANG ON GROUP LIMITED （宏安集團有限公司） *

(Incorporated in Bermuda with limited liability)

(Stock Code: 1222)

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WAI YUEN TONG MEDICINE HOLDINGS LIMITED （位元堂藥業控股有限公司 * ）

(Incorporated in Bermuda with limited liability)

(Stock Code: 897)

DISCLOSEABLE TRANSACTION

DISCLOSEABLE TRANSACTION

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Easy One Financial Group Limited

易易壹金融集團有限公司

(Incorporated in the Cayman Islands and continued in Bermuda with limited liability)

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CHINA AGRI-PRODUCTS EXCHANGE LIMITED 中國農產品交易有限公司

(Incorporated in Bermuda with limited liability) (Stock Code: 0149)

(Stock Code: 221)

DISCLOSEABLE TRANSACTION

INSIDE INFORMATION

JOINT ANNOUNCEMENT REGARDING

EXTENSION OF PAYMENT DATES ON OUTSTANDING INTERESTS

References are made to (i) the joint announcements issued by CAP, WOG, WYT and EOG dated 4 October 2014 and 28 November 2014 in respect of, among other things, the subscription of the Bonds issued by CAP to Winning Rich (an indirectly wholly-owned subsidiary of WYT (a listed 56.54%-owned subsidiary of WOG)), Double Leads (an indirectly wholly-owned subsidiary of WOG) and Peony Finance (an indirectly wholly-owned subsidiary of EOG); (ii) the joint announcement issued by WOG and WYT dated 8 July 2016 in respect of, among other things, the acquisition of the Bonds by Winning Rich from Double Leads; (iii) the joint announcement issued by CAP, WOG and WYT dated 29 May 2017, the joint announcement issued by CAP, WOG, WYT and EOG dated 15 September 2017 and the announcement of WYT dated 15 September 2017 in relation to, among other things, the extension of the payment dates of the outstanding interest accrued on the Bonds. On 29 May 2017 and subsequently on 15 September 2017, the payment dates of the outstanding interests accrued on the Bonds in an aggregate amount of HK$57,809,206 have been extended to 30 November 2017.

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Reference is made to the 2016 EOG CN, the five-year 7.5% convertible redeemable notes in an aggregate principal amount of HK$140 million, issued by CAP on 19 October 2016 and subscribed by Peony Finance.

Reference is also made to the announcement of CAP dated 25 August 2017 in relation to the Revolving Loan Facility Agreement in relation to the grant of a revolving loan facility in an aggregate amount of HK$100 million at an interest rate of 12.0% per annum by Double Leads to CAP. As previously announced, Double Leads agreed to extend the payment dates for the Outstanding Loan Interests in the amount of HK$8,400,000 to 30 November 2017.

EXTENSION OF PAYMENT DATES ON OUTSTANDING INTERESTS

On 18 October 2017, Double Leads entered into the WOG Extension Agreement with CAP, pursuant to which Double Leads agreed to further extend the payment dates of (i) the relevant Outstanding Bond Interests owed to Double Leads; and (ii) the Outstanding Loan Interests to 31 January 2018 in consideration for an interest calculated at the rate of 12% per annum which shall be payable on the relevant Outstanding Bond Interests and the Outstanding Loan Interests for such extension periods.

On 18 October 2017, Winning Rich entered into the WYT Extension Agreement with CAP, pursuant to which Winning Rich agreed to further extend the payment dates of the relevant Outstanding Bond Interests owed to Winning Rich to 31 January 2018 in consideration for an interest calculated at the rate of 12% per annum which shall be payable on the relevant Outstanding Bond Interests for such extension periods.

On 18 October 2017, Peony Finance entered into the EOG Extension Agreement with CAP, pursuant to which Peony Finance agreed to extend the payment dates of (i) the relevant Outstanding Bond Interests owed to Peony Finance; and (ii) the Outstanding EOG CN Interest to 31 January 2018, in consideration for an interest calculated at the rate of 12% per annum which shall be payable on the relevant Outstanding Bond Interests and the Outstanding EOG CN Interest for such extension periods.

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IMPLICATIONS UNDER THE LISTING RULES

Discloseable Transaction for WOG

Since (i) none of the applicable percentage ratios (as defined under the Listing Rules) in respect of the WOG Extension Agreement on a standalone basis exceeds 5%; (ii) WOG has complied with the Listing Rules in respect of the requirements for a major transaction in relation to its subscription of the Bonds in 2014; (iii) the transaction contemplated under the WOG Extension Agreement, when aggregated with its subscription of the Bonds in 2014, WYT’s subscription and acquisition of the Bonds in 2014 and 2016, the WYT Extension Agreement and the Revolving Loan Facility Agreement would not result in a higher transaction classification under Chapter 14 of the Listing Rules; and (iv) one of the applicable percentage ratios (as defined under the Listing Rules) in respect of the WOG Extension Agreement when aggregated with the WYT Extension Agreement and the Outstanding Loan Interests exceeds 5% and is below 25%, the transaction contemplated under the WOG Extension Agreement constitutes a discloseable transaction for WOG under the Listing Rules and is subject to the reporting and announcement requirements under the Listing Rules.

Discloseable Transaction for WYT

Since (i) one of the applicable percentage ratios (as defined under the Listing Rules) in respect of the WYT Extension Agreement on a standalone basis exceeds 5% and is below 25%; (ii) WYT has complied with the Listing Rules in respect of the requirements for a major transaction in relation to its subscription and acquisition of the Bonds in 2014 and 2016; and (iii) the transaction contemplated under the WYT Extension Agreement, when aggregated with its previous subscription and acquisition of the Bonds, would not result in a higher transaction classification under Chapter 14 of the Listing Rule, the transaction contemplated under the WYT Extension Agreement constitutes a discloseable transaction for WYT under the Listing Rules, which is subject to the reporting and announcement requirements under the Listing Rules.

Discloseable Transaction for EOG

Since (i) EOG has complied with the Listing Rules in respect of the requirements for a major transaction in relation to each of its subscription of the Bonds in 2014, and the subscription of 2016 EOG CN in 2016; (ii) the transaction contemplated under the EOG Extension Agreement, when aggregated with its previous subscriptions of the Bonds and 2016 EOG CN, would not result in a higher transaction classification under Chapter 14 of the Listing Rule; and (iii) one of the applicable percentage ratios (as defined under the Listing Rules) in respect of the EOG Extension Agreement on a standalone basis exceeds 5% and is below 25%, the transaction contemplated under the EOG Extension Agreement constitutes a discloseable transaction for EOG under the Listing Rules and is subject to the reporting and announcement requirements under the Listing Rules.

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EXTENSION OF PAYMENT DATES ON OUTSTANDING BOND INTERESTS

References are made to (i) the joint announcements issued by CAP, WOG, WYT and EOG dated 4 October 2014 and 28 November 2014 in respect of, among other things, the subscription of the Bonds issued by CAP to Winning Rich (an indirectly wholly-owned subsidiary of WYT (a listed 56.54%-owned subsidiary of WOG)), Double Leads (an indirectly wholly-owned subsidiary of WOG) and Peony Finance (an indirectly wholly-owned subsidiary of EOG); (ii) the joint announcement issued by WOG and WYT dated 8 July 2016 in respect of, among other things, the acquisition of the Bonds by Winning Rich from Double Leads; (iii) the joint announcement issued by CAP, WOG and WYT dated 29 May 2017, the joint announcement issued by CAP, WOG, WYT and EOG dated 15 September 2017 and the announcement of WYT dated 15 September 2017 in relation to, among other things, the extension of the payment dates of the outstanding interest accrued on the Bonds. On 29 May 2017 and subsequently on 15 September 2017, the payment dates of the outstanding interests accrued on the Bonds in an aggregate amount of HK$57,809,206 have been extended to 30 November 2017.

As disclosed in the inside information announcement of CAP dated 11 August 2017, the CAP Group is in need of additional funds from financing activities so as to be able to repay debt when it falls due over the next few months. In view of the current timetable of the Rights Issue of CAP under which CAP is unlikely to receive the proceeds by the end of November this year and the fact that a further amount of HK$58,126,839 of interests accrued on the Bonds will become due and payable by CAP on 28 November 2017, letters of request for extension have been issued by CAP to each of Double Leads, Winning Rich and Peony Finance and acknowledged by each of Double Leads, Winning Rich and Peony Finance on 18 October 2017, pursuant to which each of Double Leads, Winning Rich and Peony Finance agreed, among other things, to extend the Outstanding Bond Interests payment dates under the Bonds from their respective existing due dates to 31 January 2018 in consideration for an additional amount calculated at the rate of 12% per annum which shall be payable on the accrued interests for such extension periods.

The table below sets out the amount of the Outstanding Bond Interests owed to each of Double Leads, Winning Rich and Peony Finance.

Due date 28 November 2017 30 November 2017	Double Leads HK$ 6,514,068 6,478,472 12,992,540	Winning Rich HK$ 46,100,811 45,848,894 91,949,705	Peony Finance HK$ 5,511,960 5,481,840 10,993,800	Total HK$ 58,126,839 57,809,206
				115,936,045

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Key terms of the EOG Extension Agreement, the WYT Extension Agreement and the WOG Extension Agreement regarding the Outstanding Bond Interests are summarised as follows:

	EOG	Extension Agreement	WYT Extension Agreement	WYT Extension Agreement	WOG Extension Agreement	WOG Extension Agreement
Date:	18 October 2017		18 October 2017		18 October 2017
Parties:	(1)	Peony Finance, a company	(1)	Winning Rich , a company	(1)	Double Leads, a company
		incorporated in the British		incorporated in the British		incorporated in the British
		Virgin Islands with limited		Virgin Islands with limited		Virgin Islands with limited
		liability, which is an indirect		liability and is indirectly		liability and is indirectly
		wholly-owned subsidiary		wholly-owned by WYT		wholly-owned by WOG
		of EOG as at the date of		as at the date of this joint		as at the date of this joint
		this joint announcement.		announcement. Winning		announcement. Double
		Peony Finance is principally		Rich is principally engaged		Leads is principally engaged
		engaged in investment		in investment holding		in investment holding
		holding

(2) CAP, a company incorporated under the laws of Bermuda. CAP and its subsidiaries are principally engaged in the management and sales of properties in agricultural produce exchange markets in the PRC Outstanding interest : HK$10,993,800 HK$91,949,705 HK$12,992,540

Interest rate : 12.0% per annum, the amount of such interest payable shall be calculated in accordance with the terms and conditions of the Bonds (where applicable)

The said interest rate of 12.0% per annum was determined with reference to factors, including, among others, (i) the prevailing Hong Kong best lending rate as quoted by The Hongkong and Shanghai Banking Corporation Limited, being 5.0% per annum; and (ii) the interest rate of the Bonds of 10.0% per annum

Extension period:	•	For HK$5,511,960, from	•	For HK$46,100,811, from	•	For HK$6,514,068, from
		28 November 2017 to 31		28 November 2017 to 31		28 November 2017 to 31
		January 2018		January 2018		January 2018
	•	For HK$5,481,840, from	•	For HK$45,848,894, from	•	For HK$6,478,472, from
		30 November 2017 to 31		30 November 2017 to 31		30 November 2017 to 31
		January 2018		January 2018		January 2018

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EXTENSION OF PAYMENT DATE ON OUTSTANDING EOG CN INTERESTS

Reference is made to the 2016 EOG CN, the five-year 7.5% convertible redeemable notes in an aggregate principal amount of HK$140 million, issued by CAP on 19 October 2016 and subscribed by Peony Finance. For the same reasons set out above and also in view of the fact that an amount of HK$5,264,406 of interests accrued on the 2016 EOG CN will become due and payable by CAP on 18 October 2017, a letter of request for extension has been issued by CAP to Peony Finance and acknowledged by Peony Finance on 18 October 2017, pursuant to which Peony Finance agreed, among other things, to extend the Outstanding EOG CN Interests payment date under the 2016 EOG CN from 18 October 2017 to 31 January 2018 in consideration for an additional amount calculated at the rate of 12% per annum which shall be payable on the accrued interests for such extension period.

Key terms of the EOG Extension Agreement regarding the Outstanding EOG CN Interests are summarised as follows:

Date: 18 October 2017 Parties: (1) Peony Finance (2) CAP Outstanding interest: HK$5,264,406 Interest rate: 12% per annum, the amount of such interest payable shall be calculated in accordance with the terms and conditions of the 2016 EOG CN (where applicable)

The said interest rate of 12% per annum was determined with reference to factors, including, among others, (i) the prevailing Hong Kong best lending rate as quoted by The Hongkong and Shanghai Banking Corporation Limited, being 5.0% per annum; and (ii) the interest rate of the 2016 EOG CN of 7.5% per annum

Extension period: From 18 October 2017 to 31 January 2018

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EXTENSION OF PAYMENT DATE ON OUTSTANDING LOAN INTERESTS

Reference is made to the announcement of CAP dated 25 August 2017 in relation to the Revolving Loan Facility Agreement. As previously announced, Double Leads agreed to extend the payment dates for the Outstanding Loan Interests in the amount of HK$8,400,000 to 30 November 2017 in consideration for an additional amount calculated at the rate of 12% per annum which shall be payable on the accrued interests for the respective extension periods.

The CAP Board announces that for the same reasons set out above, a letter of request for extension has been issued by CAP to Double Leads and acknowledged by Double Leads on 18 October 2017, pursuant to which Double Leads agreed, among other things, to extend the Outstanding Loan Interests payment date from 30 November 2017 to 31 January 2018 in consideration for an additional amount calculated at the rate of 12% per annum which shall be payable on the accrued interests for such extension period.

Key terms of the WOG Extension Agreement regarding the Outstanding Loan Interests are summarised as follows:

Date: 18 October 2017 Parties: (1) Double Leads (2) CAP Outstanding interest: HK$8,400,000 Interest rate: 12% per annum, which was determined with reference to factors, including, among others, (i) the prevailing Hong Kong best lending rate as quoted by The Hongkong and Shanghai Banking Corporation Limited, being 5% per annum; and (ii) the interest rate of 12% per annum under the Revolving Loan Facility Agreement Extension period: From 30 November 2017 to 31 January 2018

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REASONS FOR AND BENEFITS OF ENTERING INTO THE EXTENSION AGREEMENTS

The WOG Group is principally engaged in (i) management and sub-licensing of Chinese wet markets and provision of finance in Hong Kong and the PRC; (ii) property investment and property development in Hong Kong through Wang On Properties Limited, a listed 75%-owned subsidiary of WOG; and (iii) manufacturing and/or retailing of pharmaceutical and health food products through WYT (a listed 56.54%-owned subsidiary of WOG).

The WYT Group is principally engaged in (i) the manufacturing, processing and retailing of traditional Chinese medicine which includes Chinese medicinal products sold under the brand name of “Wai Yuen Tong” and a range of products manufactured by selected medicinal materials with traditional prescription, mainly in the PRC and Hong Kong; (ii) the processing and retailing of western pharmaceutical, health food and personal care products under the brand names of “Madame Pearl’s” and “Pearl’s”; and (iii) property investment.

The EOG Group is principally engaged in the businesses of property development in the PRC, provision of finance and securities brokerage services.

The EOG Directors, the WYT Directors and the WOG Directors consider that the Extension Agreements are relatively short term in nature and a higher return can be generated to the shareholders of each of EOG, WYT and WOG. In addition, WYT is a subsidiary of WOG and is the single largest shareholder of EOG, which in turn is also the single largest shareholder of CAP. In particular, in light of the Rights Issue, it is currently expected that CAP will be in the position to pay the Outstanding Bond Interests, the Outstanding EOG CN Interests and the Outstanding Loan Interests upon completion of the Rights Issue and hence the extension is short term in nature. In view of the short term funding need of CAP, the EOG Directors, the WYT Directors and the WOG Directors consider that it is in the interest of the shareholders of EOG, WYT and WOG to continue to provide financial support to CAP with an aim to generate return to the shareholders of EOG, WYT and WOG in long run. The EOG Directors, the WYT Directors and the WOG Directors are also of the view that the terms of the Extension Agreements are on normal commercial terms and fair and reasonable so far as each of EOG, WYT and WOG and their respective shareholders are concerned and thus the entering into of the Extension Agreements is in the interests of each of the EOG Group, the WYT Group and the WOG Group and their respective shareholders as a whole.

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IMPLICATIONS UNDER THE LISTING RULES

Discloseable Transaction for WOG

Since (i) none of the applicable percentage ratios (as defined under the Listing Rules) in respect of the WOG Extension Agreement on a standalone basis exceeds 5%; (ii) WOG has complied with the Listing Rules in respect of the requirements for a major transaction in relation to its subscription of the Bonds in 2014; (iii) the transaction contemplated under the WOG Extension Agreement, when aggregated with its subscription of the Bonds in 2014, WYT’s subscription and acquisition of the Bonds in 2014 and 2016, the WYT Extension Agreement and the Revolving Loan Facility Agreement would not result in a higher transaction classification under Chapter 14 of the Listing Rules; and (iv) one of the applicable percentage ratios (as defined under the Listing Rules) in respect of the WOG Extension Agreement when aggregated with the WYT Extension Agreement and the Outstanding Loan Interests exceeds 5% and is below 25%, the transaction contemplated under the WOG Extension Agreement constitutes a discloseable transaction for WOG under the Listing Rules and is subject to the reporting and announcement requirements under the Listing Rules.

Discloseable Transaction for WYT

Since (i) one of the applicable percentage ratios (as defined under the Listing Rules) in respect of the WYT Extension Agreement on a standalone basis exceeds 5% and is below 25%; (ii) WYT has complied with the Listing Rules in respect of the requirements for a major transaction in relation to its subscription and acquisition of the Bonds in 2014 and 2016; and (iii) the transaction contemplated under the WYT Extension Agreement, when aggregated with its previous subscription and acquisition of the Bonds, would not result in a higher transaction classification under Chapter 14 of the Listing Rule, the transaction contemplated under the WYT Extension Agreement constitutes a discloseable transaction for WYT under the Listing Rules, which is subject to the reporting and announcement requirements under the Listing Rules.

Discloseable Transaction for EOG

Since (i) EOG has complied with the Listing Rules in respect of the requirements for a major transaction in relation to each of its subscription of the Bonds in 2014, and the subscription of 2016 EOG CN in 2016; (ii) the transaction contemplated under the EOG Extension Agreement, when aggregated with its previous subscriptions of the Bonds and 2016 EOG CN, would not result in a higher transaction classification under Chapter 14 of the Listing Rule; and (iii) one of the applicable percentage ratios (as defined under the Listing Rules) in respect of the EOG Extension Agreement on a standalone basis exceeds 5% and is below 25%, the transaction contemplated under the EOG Extension Agreement constitutes a discloseable transaction for EOG under the Listing Rules and is subject to the reporting and announcement requirements under the Listing Rules.

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GENERAL

As at the date of this joint announcement, (i) Mr. Yau Yuk Shing, being an executive director of CAP, is a brother-in-law of Mr. Tang Ching Ho, who is the ultimate controlling shareholder of WOG and WYT and also an executive director of WOG and WYT; (ii) Mr. Chan Chun Hong, Thomas is an executive director of each of WOG, WYT, EOG and CAP; (iii) Ms. Stephanie, being an executive director of EOG, is a daughter-in-law of Mr. Tang Ching Ho; and (iv) Mr. Cheung Wai Kai, being an executive director of EOG, is a brother-in-law of Mr. Tang Ching Ho. Save for the foregoing, to the best of the knowledge, information and belief of the respective EOG Directors, the WYT Directors and the WOG Directors after making all reasonable enquiries, CAP and its ultimate beneficial owners (other than WOG, WYT, EOG and their respective ultimate beneficial owners) are third parties independent of and not connected with each of WOG, WYT and EOG and their respective connected person(s).

INSIDE INFORMATION OF CAP

This joint announcement is made by the CAP Board pursuant to Rule 13.09(2) of 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).

As disclosed in the interim report of CAP for the six months ended 30 June 2017 and the previous announcements of CAP (including the announcements dated 11 August 2017 and 15 September 2017), the CAP Group is in need of additional funds so as to be able to repay debt when it falls due over the next few months. The directors of CAP will expedite its sales of properties and continue to explore any possible alternatives or opportunities to improve its financial position by way of refinancing, extension of borrowings and/or equity fund raising (including the Rights Issue). CAP will make further announcements as and when appropriate in accordance with the Listing Rules.

CAP Shareholders and potential investors should exercise caution when dealing in the securities of CAP.

DEFINITIONS

In this joint announcement, unless the context otherwise requires, the following expressions have the following meanings:

“2016 EOG CN”

the five-year 7.5% convertible redeemable notes in an aggregate principal amount of HK$140 million issued by CAP on 19 October 2016 and subscribed by Peony Finance

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• “Bonds” the five-year 10.0% coupon bonds with an aggregate principal amount of HK$1,200 million issued by CAP on 28 November 2014

• “CAP” China Agri-Products Exchange Limited 中國農產品交易有 限公司, an exempted company incorporated in Bermuda with limited liability whose shares are listed and traded on the Main Board of the Stock Exchange (Stock Code: 0149)

• “CAP Board” the board of directors of CAP “CAP Group” CAP and its subsidiaries “CAP Shareholder(s)” the holder(s) of the ordinary share(s) of HK$0.01 each in the share capital of CAP

• “connected person(s)” has the meaning ascribed thereto under the Listing Rules “Double Leads” Double Leads Investments Limited, an investment holding company incorporated in the British Virgin Islands with limited liability and is indirectly wholly-owned by WOG as at the date of this joint announcement, and the registered holder of the Bonds in the principal amount of HK$130 million

• “EOG” Easy One Financial Group Limited 易易壹金融集團有限 公司, a company incorporated in the Cayman Islands and continued in Bermuda with limited liability whose shares are listed and traded on the Main Board of the Stock Exchange (Stock Code: 221)

• “EOG Board” the board of EOG Directors

• “EOG Director(s)” the director(s) of EOG

• “EOG Extension Agreement”

• a letter of request for extension issued by CAP and acknowledged by Peony Finance on 18 October 2017 pursuant to which Peony Finance agreed to further extend the payment dates of the relevant Outstanding Bond Interests owed to Peony Finance and the Outstanding EOG CN Interests

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“EOG Group” EOG and its subsidiaries “Extension Agreements” the EOG Extension Agreement, the WYT Extension Agreement and the WOG Extension Agreement “HK$” Hong Kong dollar(s), the lawful currency of Hong Kong “Hong Kong” the Hong Kong Special Administrative Region of the PRC “Listing Rules” the Rules Governing the Listing of Securities on the Stock Exchange

• “Outstanding Bond Interests” an aggregate of HK$115,936,045, being all outstanding interests accrued on the Bonds, details of which are set out in the section headed “Extension of Payment Dates on Outstanding Bond Interests” in this joint announcement

• “Outstanding EOG CN HK$5,264,406, being outstanding interest accrued on the 2016 Interests” EOG CN, which would otherwise be due and payable on 18 October 2017 in the absence of the EOG Extension Agreement

• “Outstanding Loan Interests” an aggregate of HK$8,400,000, being outstanding interest accrued under the Revolving Loan Facility Agreement, which would otherwise be due and payable on 30 November 2017 in the absence of the WOG Extension Agreement

“Peony Finance”

• Peony Finance Limited, a company incorporated in the British Virgin Islands with limited liability, which is an indirectly wholly-owned subsidiary of EOG

• “PRC”

• the People’s Republic of China, which for the purpose of this joint announcement, shall exclude Hong Kong, Taiwan and the Macau Special Administrative Region of the People’s Republic of China

• “Revolving Loan

• Facility Agreement”

• the loan agreement entered into between CAP and Double Leads on 17 August 2015 in relation to the grant of a revolving loan facility in an aggregate amount of HK$100 million at an interest rate of 12.0% per annum by Double Leads to CAP

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“Rights Issue” the proposed issue of the rights shares by way of rights to the qualifying shareholders of CAP for subscription, details of which are more particularly disclosed in the joint announcement of CAP and EOG dated 4 October 2017

• “Stock Exchange” The Stock Exchange of Hong Kong Limited

• “subsidiary(ies)” has the meaning ascribed thereto under the Listing Rules

• “Winning Rich” Winning Rich Investments Limited, a wholly-owned subsidiary of WYT and an investment holding company incorporated in the British Virgin Islands with limited liability, being the registered holder of the Bonds in the principal amount of HK$920 million

• “WOG” Wang On Group Limited (宏安集團有限公司)*, an exempted company incorporated in Bermuda with limited liability and the shares of which are listed and traded on the Main Board of the Stock Exchange (Stock Code: 1222)

• “WOG Board” the board of WOG Directors

• “WOG Director(s)” the director(s) of WOG

• “WOG Extension Agreement”

• a letter of request for extension issued by CAP and acknowledged by Double Leads on 18 October 2017 pursuant to which Double Leads agreed to further extend the payment dates of the relevant Outstanding Loan Interests and the Outstanding Bond Interests owed to Double Leads

• “WOG Group” WOG and its subsidiaries

• “WYT”

• Wai Yuen Tong Medicine Holdings Limited (位元堂藥業控股 有限公司*), an exempted company incorporated in Bermuda with limited liability and the shares of which are listed and traded on the Main Board of the Stock Exchange (Stock Code: 897), a 56.54%-owned subsidiary of WOG

* For identification purpose only

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“WYT Board”

the board of WYT Directors

“WYT Director(s)”

the director(s) of WYT

“WYT Extension Agreement” a letter of request for extension issued by CAP and acknowledged by Winning Rich on 18 October 2017 pursuant to which Winning Rich agreed to further extend the payment dates of the relevant Outstanding Bond Interests owed to Winning Rich

“WYT Group” WYT and its subsidiaries “%” per cent.

By Order of the WOG Board By Order of the WYT Board WANG ON GROUP LIMITED WAI YUEN TONG MEDICINE （宏安集團有限公司）[] HOLDINGS LIMITED Tang Ching Ho （位元堂藥業控股有限公司[] ） Executive Director Tang Ching Ho Executive Director

By Order of the EOG Board By Order of the CAP Board EASY ONE FINANCIAL CHINA AGRI-PRODUCTS GROUP LIMITED EXCHANGE LIMITED 易易壹金融集團有限公司 中國農產品交易有限公司 Chan Chun Hong, Thomas Leung Sui Wah, Raymond Executive Director Executive Director

Hong Kong, 18 October 2017

As at the date of this joint announcement, the CAP Board comprises Mr. Chan Chun Hong, Thomas, Mr. Leung Sui Wah, Raymond and Mr. Yau Yuk Shing as the executive directors, and Mr. Ng Yat Cheung, Mr. Lau King Lung and Mr. Wong Hin Wing as the independent non-executive directors.

As at the date of this joint announcement, the EOG Board comprises Mr. Chan Chun Hong, Thomas, Mr. Cheung Wai Kai and Ms. Stephanie as the executive directors, and Mr. Sin Ka Man and Mr. Cheung Sau Wah, Joseph as the independent non-executive directors.

* For identification purpose only

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As at the date of this joint announcement, the WYT Board comprises Mr. Tang Ching Ho, Mr. Chan Chun Hong, Thomas and Ms. Tang Mui Fun as the executive directors, and Mr. Siu Man Ho, Simon, Mr. Leung Wai Ho, Mr. Cho Wing Mou and Mr. Li Ka Fai, David, as the independent non-executive directors.

As at the date of this joint announcement, the WOG Board comprises Mr. Tang Ching Ho, Ms. Yau Yuk Yin and Mr. Chan Chun Hong, Thomas, as the executive directors, and Dr. Lee Peng Fei, Allen, Mr. Wong Chun, Justein, Mr. Siu Yim Kwan, Sidney and Mr. Siu Kam Chau, as the independent non-executive directors.

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