China Beidahuang Industry : COMPLETION OF SUBSCRIPTION OF NEW SHARES UNDER GENERAL MANDATE (in PDF)

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.

This announcement is for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for securities of the Company.

China Beidahuang Industry Group Holdings Limited

中 國 北 大 荒 產 業 集 團 控 股 有 限 公 司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 00039)

COMPLETION OF SUBSCRIPTION OF NEW SHARES UNDER GENERAL MANDATE

The Board is pleased to announce that the condition of the Subscription Agreements has been fulfilled and completion of the Subscription took place on 12 January 2017. An aggregate of 351,599,550 Subscription Shares have been allotted and issued to the Subscribers at the Subscription Price of HK$0.48 per Subscription Share.

Reference is made to the announcements of China Beidahuang Industry Group Holdings Limited (the "Company") dated 1 November 2016 (the "Announcement"), 30 November 2016 and 30 December 2016 in relation to the Subscription. Unless otherwise defined herein, capitalized terms used in this announcement shall have the same meanings as those defined in the Announcement.

COMPLETION OF THE SUBSCRIPTION

The Board is pleased to announce that the condition of the Subscription Agreements has been fulfilled and completion of the Subscription took place on 12 January 2017. An aggregate of 351,599,550 Subscription Shares have been allotted and issued to the Subscribers at the Subscription Price of HK$0.48 per Subscription Share.

To the best of the Directors' knowledge, information and belief and having made all reasonable enquiries, each of the Subscribers and its ultimate beneficial owners (if any) is an Independent Third Party. None of the Subscribers has become a substantial shareholder (as defined in the Listing Rules) of the Company immediately after completion of the Subscription.

The net proceeds from the Subscription, after deducting the expenses payable by the Company, is approximately HK$168.70 million which is intended to be used by the Company for the Group's business development, investments, acquisition, repayment of loans and general working capital purposes.

EFFECT ON THE SHAREHOLDING STRUCTURE OF THE COMPANY

An aggregate of 351,599,550 Subscription Shares represent (i) approximately 7.53% of the existing issued share capital of the Company immediately before completion of the Subscription; and (ii) approximately 7.00% of the issued share capital of the Company as enlarged by the allotment and issue of the Subscription Shares.

Set out below is the table of the shareholding structure in the Company immediately before and after completion of the Subscription:

Shareholders

Immediately before completion of the Subscription

Immediately after completion of the Subscription

Number of Shares	Approximate %	Number of Shares	Approximate %
Directors: Mr. Jiang Jianjun (Note a)	594,759,044	12.73	594,759,044	11.84
Mr. Ho Man Fai	2,000,000	0.04	2,000,000	0.04
Mr. Ke Xionghan	1,000,000	0.02	1,000,000	0.02
Mr. Jiang Jiancheng	500,000	0.01	500,000	0.01
Mr. Li Xiaofeng	500,000	0.01	500,000	0.01
598,759,044	12.81	598,759,044	11.92

Substantial Shareholders:

Beidahuang (HK) International Trade

Co., Limited (Note b)	660,000,000	14.13	660,000,000	13.14
Able Turbo Enterprises Limited (Note c)	380,180,000	8.14	380,180,000	7.57
Public Shareholders: Subscribers	8,000,000	0.17	359,599,550	7.16
Other public shareholders	3,024,662,708	64.75	3,024,662,708	60.21
4,671,601,752	100.00	5,023,201,302	100.00

Notes:

1. These 594,759,044 Shares are held by Mr. Jiang Jianjun ("Mr. Jiang") as to 242,460,000 Shares, Ms. Li Zhuoxun, the spouse of Mr. Jiang, as to 5,840,000 Shares, King Wei Group (China) Investment Development Limited ("King Wei") as to 253,259,044 Shares and China Silver Investments Development Limited ("China Silver") as to 93,200,000 Shares. As King Wei and China Silver are wholly-owned by Mr. Jiang, Mr. Jiang is deemed to be interested in the 253,259,044 Shares held by King Wei and the 93,200,000 Shares held by China Silver respectively by virtue of the SFO.

2. These 660,000,000 shares are held by Beidahuang (HK) International Trade Co., Limited, which is wholly-owned by 黑龍江農墾北大荒商貿集團有限責任公司 which in turn is wholly-owned by 黑龍江 北大荒農墾集團總公司. Accordingly, each of 黑龍江農墾北大荒商貿集團有限責任公司 and 黑龍江 北大荒農墾集團總公司 is deemed to be interested in the 660,000,000 shares held by Beidahuang (HK) International Trade Co., Limited by virtue of the SFO.

3. These 380,180,000 Shares are held by Able Turbo Enterprises Limited ("Able Turbo") as to 225,783,474 Shares and China Food and Beverage Group Limited ("China Food") as to 154,396,526 Shares. As China Food is wholly-owned by Able Turbo, Able Turbo is deemed to be interested in the 154,396,526 Shares held by China Food by virtue of the SFO. As Able Turbo is 60.31% owned by Mr. Chen Hua and 39.69% owned by Mr. Li Xianggen, each of Mr. Chen Hua and Mr. Li Xianggen is deemed to be interested in the Shares held by Able Turbo and China Food by virtue of the SFO.

By Order of the Board

China Beidahuang Industry Group Holdings Limited Jiang Jianjun

Chairman

Hong Kong, 12 January 2017

As at the date of this announcement, the Executive Directors are Mr. Jiang Jianjun, Mr. Jiang Jiancheng and Mr. Ke Xionghan; the Non-executive Directors are Ms. Ho Wing Yan and Ms. Zhang Yujie; and the Independent Non-executive Directors are Dr. Loke Yu alias Loke Hoi Lam, Mr. Li Xiaofeng and Mr. Ho Man Fai.