Zall Smart Commerce Group Ltd. — Capital/Financing Update 2016

Apr 22, 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.

Zall Development Group Ltd. 卓爾發展集團有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 2098)

CLARIFICATION ANNOUNCEMENT IN RELATION TO

ACQUISITION OF INTEREST IN, AND WARRANTS ISSUED BY, LIGHTINTHEBOX HOLDING CO., LTD.

Reference is made to the announcement of Zall Development Group Ltd. (the “ Company ”) dated 17 March 2016 (the “ Announcement ”) in relation to the Subscription Agreement entered into between the Investor, a wholly-owned subsidiary of the Company, and the Target Company with respect to the Acquisition. Capitalised terms used but not otherwise defined in this announcement shall, unless the context requires otherwise, have the same meanings as those defined in the Announcement.

As set out in the Announcement, the Company on 17 March 2016 obtained written approval of the Subscription Agreement and the transactions contemplated under it from Zall Development Investment Company Limited, which is wholly-owned by Mr. Yan Zhi, an executive Director, and which is interested in 8,058,333,000 Shares, representing approximately 74.99% of the issued share capital of the Company as at the date of the Announcement (the “ Written Approval ”). The Board would like to clarify that the Written Approval obtained includes, among others, approval for the Company’s exercise of the Subscription Warrant and the acquisition of the Subscription Warrant Shares as a result of the exercise, in accordance with the terms of the Subscription Warrant.

By order of the Board Zall Development Group Ltd. Yan Zhi Co-Chairman

Hong Kong, 22 April 2016

As at the date of this announcement, the Board comprises Mr. Yan Zhi, Dr. Gang Yu, Mr. Cui Jinfeng, Mr. Wang Chuang and Mr. Peng Chi, as executive directors of the Company; Mr. Cheung Ka Fai, Mr. Wu Ying and Mr. Wei Zhe, David, as independent non-executive directors of the Company.