Yida China : Announcements and Notices - Supplemental Announcement

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YIDA CHINA HOLDINGS LIMITED 億 達 中 國 控 股 有 限 公 司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 3639)

SUPPLEMENTAL ANNOUNCEMENT

Reference is made to the circular (the ''Circular'') of Yida China Holdings Limited (the ''Company'') dated 8 December 2017 and the announcement of the Company dated 28 December 2017 (the ''Prior Announcement''). Capitalised terms used but not otherwise defined herein shall have the same meanings as that used in the Prior Announcement, unless the context requires otherwise.

The Company would like to supplement that it considered that the arrangements set out in the Supplemental Acquisition Agreements do not constitute a material change to the respective terms of the original Acquisition Agreements (as further set out in the Circular, the ''Original Terms''), for the reasons set out below:

(a) The Outstanding Acquisition Conditions relate to the consents from third party financial institutions and Mitsui, and do not relate to the key transactional terms of the Acquisitions (i.e. the acquisition of the equity interests and related loans of the Target Group). As such consents are beyond the control of the parties to the Acquisition Agreements, the Original Terms thus provided that such conditions may be waived if needed. Further, the Original Terms in fact also contemplated that, should the eventuality arises that the relevant third party consents could not be obtained prior to the Long Stop Date, then subject to such further terms to be agreed between the parties, the Outstanding Acquisition Conditions could be deemed to be satisfied if the parties agreed to the continuing provision of the Relevant Guarantees and the Mitsui Guarantee provided that the Group would provide the counter guarantees to the relevant parties. Finally, the Original Terms provided that the Long Stop Date may be revised to such other date as may be agreed by the parties.

(b) As it became apparent that the consents of the relevant third party financial institution and Mitsui were not likely to be obtained prior to the Long Stop Date, the parties to the Acquisition Agreements agreed to terms of the Supplemental Acquisition Agreements (including the extension of the Long Stop Date with respect to the First Acquisition) so as to resolve the aforesaid obstacles to the completion of the respective Acquisitions. The relevant amendments to the Original Terms were thus made merely to implement the arrangements originally contemplated between the parties so as to deal with the delay in obtaining the relevant third party consents, and did not change the key transactional terms and nature of the Acquisitions.

By order of the Board Yida China Holdings Limited

Zhang Zhichao

Chairman

Hong Kong, 10 January 2018

As at the date of this announcement, the executive directors of the Company are Mr. Zhang Zhichao, Mr. Jiang Xiuwen, Mr. Chen Donghui, Ms. Ma Lan and Mr. Yu Shiping, the non-executive directors of the Company are Mr. Zhao Xiaodong, Mr. Chen Chao and Mr. Gao Wei and the independent non-executive directors of the Company are Mr. Yip Wai Ming, Mr. Guo Shaomu, Mr. Wang Yinping and Mr. Han Gensheng.