GT : EXTENSION OF LONG STOP DATE IN RELATION TO THE ACQUISITION OF THE ENTIRE ISSUED SHARE CAPITAL OF WELL CITY ENTERPRISES LIMITED

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.

(Incorporated in Hong Kong with limited liability)

(STOCK CODE: 263)

EXTENSION OF LONG STOP DATE IN RELATION TO

THE ACQUISITION OF THE ENTIRE ISSUED SHARE CAPITAL

OF WELL CITY ENTERPRISES LIMITED

Reference is made to the announcement of GT Group Holdings Limited (the ''Company'') dated 1 February 2019 in relation to the proposed Acquisition (the ''Announcement''). Unless otherwise defined herein, capitalised terms used herein shall have the same meanings as defined in the Announcement.

As stated in the Announcement, in the event that any of the conditions precedent of the Acquisition Agreement have not been fulfilled (or waived) prior to 8 November 2019 (or such other date as the parties may agree in writing) (the ''Long Stop Date''), the Acquisition Agreement shall be of no effect subject to the liability of any party to the other in respect of the antecedent breaches of the terms pursuant to the Acquisition Agreement.

Given that both the Purchaser and the Vendor require additional time for completion of the Acquisition, the Vendor and the Purchaser entered into a seventh supplemental agreement (the ''Seventh Supplemental Agreement'') on 8 November 2019 to extend the Long Stop Date to 8 May 2020 (or such other date as the parties may agree).

Save as disclosed above, all other terms and conditions of the Acquisition Agreement shall remain unchanged and be in full force and effect. The Directors consider that the terms of the Seventh Supplemental Agreement are fair and reasonable and the entering into of the Seventh Supplemental Agreement is in the interests of the Company and its Shareholders as a whole.

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As the Completion is subject to the fulfillment or waiver of (as the case may be) of the conditions precedent set out in the Acquisition Agreement, the Acquisition may or may not proceed to Completion. Shareholders and potential investors of the Company should exercise caution when dealing in the shares or any securities of the Company.

By order of the Board

GT GROUP HOLDINGS LIMITED

Li Dong

Chairman

Hong Kong, 8 November 2019

As at the date of this announcement, the Board comprises four Executive Directors, namely Mr. Li Dong (Chairman), Ms. Ng Shin Kwan, Christine, Mr. Chan Ah Fei and Mr. Liang Shan and three Independent Non-executive Directors, namely Dr. Wong Yun Kuen, Mr. Wong Shun Loy and Mr. Hu Chao.

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