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.

LT HOLDINGS LIMITED

(Incorporated in Hong Kong with limited liability) (Stock code: 112)

MAJOR TRANSACTION ACQUISITION OF LAND USE RIGHTS IN TANGSHAN, THE PRC ACQUISITION OF LAND USE RIGHTS

The Board is pleased to announce that LT Commercial, an indirectly wholly-owned subsidiary of the Company, succeeded in the bid of the First Piece of Land offered for sale by Tangshan Land Bureau through the Auction.

LISTING RULES IMPLICATIONS

As one of the applicable percentage ratios for the Company pursuant to the Listing Rules in respect of the Acquisition is greater than 25% but is less than 100%, the Acquisition constitutes a major transaction for the Company and is subject to reporting, announcement and Shareholders' approval requirements under the Listing Rules.
Mr. Yang Longfei, an executive Director, beneficially owns the entire issued share capital of China Lerthai. As at the date of this announcement, China Lerthai holds 254,055,888 Shares, representing approximately 74.99% of the issued share capital of the Company.
To the best knowledge of the Directors, no Shareholder (including Mr. Yang Longfei, China Lerthai and their respective associates) has a material interest in the Acquisition which is different from other Shareholders, and no Shareholder is required to abstain from voting if the Company were to convene a general meeting in respect of the Acquisition. The Company has obtained a written Shareholders' approval from China Lerthai approving the Acquisition pursuant to Rule
14.44 of the Listing Rules. Accordingly, no general meeting will be convened to approve the
Acquisition.

- 1 -

GENERAL

The circular containing further information in relation to the Acquisition as required under the Listing Rules will be despatched to the Shareholders for information purpose as soon as possible, which is expected to be on or before 28 February 2014 as additional time is required to prepare the financial information for inclusion in the circular.

References are made to the Bond Announcements and Land Bidding Announcement.

ACQUISITION OF LAND USE RIGHTS

The Board is pleased to announce that LT Commercial, an indirectly wholly-owned subsidiary of the Company, succeeded in the bid of the First Piece of Land offered for sale by Tangshan Land Bureau, a local PRC government authority which is in charge of, among other things, the sale of land use rights in Tangshan City, Hebei Province, the PRC, at the Auction held on 22 January 2014 for RMB198,188,888 (equivalent to approximately HK$253.9 million).

PARTICULARS OF THE AUCTION Date of the Auction and date of the Auction Confirmation

22 January 2014

Parties to the Auction Confirmation

(a) LT Commercial
(b) Tangshan Land Bureau
To the best of the knowledge, information and belief of the Directors and after making all reasonable enquiries, Tangshan Land Bureau is a third party independent of the Company and its connected persons.

- 2 -

INFORMATION ON THE FIRST PIECE OF LAND

The First Piece of Land is located at junction of Beixin West Road and Xihuan Road, Lubei District, Tangshan City, Hebei Province, the PRC with a site area of approximately 93,706.33 sq.m. The First Piece of Land is designated for commercial use with a plot ratio of not more than 4.5. The land use right of the First Piece of Land to be granted under the Land Use Rights Grant Contract will be of a term of 40 years. The maximum gross floor area based on plot ratio of the First Piece of Land is approximately 421,678 sq.m., which is planned by the Company (subject to governmental approval) to comprise, among other things, shopping mall, shops, offices and hotels.
The First Piece of Land is intended to be developed for commercial use as part of the Tangshan Tiexi Lerthai Project, which is located in Lubei District, Tangshan City, Hebei Province, the PRC. The capital expenditure in respect of the First Piece of Land is currently estimated to be approximately RMB261.8 million (equivalent to approximately HK$335.4 million), comprising approximately RMB198.2 million (equivalent to approximately HK$253.9 million) as the consideration for the First Piece of Land and the remaining as the estimated first phase development costs. The Directors estimate that the aforesaid estimated capital expenditure will be funded by (i) net proceeds from the issue of convertible bonds by the Company, which was completed on 10 January 2014; and (ii) internal resources of the Group.

CONSIDERATION AND PAYMENT TERMS

The consideration of the Acquisition of RMB198,188,888 (equivalent to approximately HK$253.9 million) was arrived at through the bidding process of the Auction held by Tangshan Land Bureau. The refundable deposit in the amount of RMB100 million (equivalent to HK$129 million at the actual exchange rate of payment) paid by the Company on 8 January 2014 for bidding of the First Piece of Land will be applied to satisfy part of the consideration of the Acquisition.
The Land Use Rights Grant Contract in relation to the Acquisition shall be entered into in due course and the consideration of the Acquisition will be settled in accordance with the payment terms to be set out in the Land Use Rights Grant Contract.

REASONS FOR THE ACQUISITION

The Group is principally engaged in securities investment and finance. As set out in the Company's
2013 interim report, the Group intends to expand its business into property investment and development alongside its existing business. Despite on-going austerity measures, the Directors are of the view that the PRC property sector still has long term prospects in view of the continued PRC economic growth, urbanisation trends, high household savings rates, increasing demand of end-users and the governmental policy to promote urbanisation. Accordingly, the Group is actively identifying suitable land acquisition opportunities for future development and are planned to engage in property development projects when suitable opportunities arise.

- 3 -

The First Piece of Land is intended to be developed for commercial use as part of the Tangshan Tiexi Lerthai Project. The Company is in the process of establishing a company in the PRC for the purpose of, among other things, carrying out the development of the First Piece of Land. The Directors believe that the Acquisition provides a sound opportunity for the Group to establish its position and engage in the property market in Tangshan City, Hebei Province, the PRC. The Acquisition is in line with the Company's development strategy. The Directors consider that the Acquisition is in the interests of the Company and the Shareholders as a whole and the terms thereof are on normal commercial terms which are fair and reasonable.

LISTING RULES IMPLICATIONS

As one of the applicable percentage ratios for the Company pursuant to the Listing Rules in respect of the Acquisition is greater than 25% but is less than 100%, the Acquisition constitutes a major transaction for the Company and is subject to reporting, announcement and Shareholders' approval requirements under the Listing Rules.
Mr. Yang Longfei, an executive Director, beneficially owns the entire issued share capital of China Lerthai. As at the date of this announcement, China Lerthai holds 254,055,888 Shares, representing approximately 74.99% of the issued share capital of the Company.
To the best knowledge of the Directors, no Shareholder (including Mr. Yang Longfei, China Lerthai and their respective associates) has a material interest in the Acquisition which is different from other Shareholders, and no Shareholder is required to abstain from voting if the Company were to convene a general meeting in respect of the Acquisition. The Company has obtained a written Shareholders' approval from China Lerthai approving the Acquisition pursuant to Rule 14.44 of the Listing Rules. Accordingly, no general meeting will be convened to approve the Acquisition.

GENERAL

The circular containing further information in relation to the Acquisition as required under the Listing Rules will be despatched to the Shareholders for information purpose as soon as possible, which is expected to be on or before 28 February 2014 as additional time is required to prepare the financial information for inclusion in the circular.

- 4 -

DEFINITIONS

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

"Acquisition" the acquisition of land use rights of the First Piece of Land through public bidding process at the Auction

"associates" the meaning ascribed to it in the Listing Rules

"Auction" the public auction held by Tangshan Land Bureau

"Auction Confirmation" the auction confirmation notice (JV3(!'g i.f) dated 22 January

2014 issued by Tangshan Land Bureau to LT Commercial confirming the successful bidding of the First Piece of Land at the Auction

"Board" the board of Directors

"Bond Announcements" announcements of the Company dated 24 December 2013, 27

December 2013, 3 January 2014 and 10 January 2014 in relation to, among other things, the issue of the convertible bonds by the Company and the Tangshan Tiexi Lerthai Project

"China Lerthai" China Lerthai Commercial Real Estate Holdings Limited, a company incorporated in the British Virgin Islands and the controlling Shareholder

"Company" LT Holdings Limited, a company incorporated in Hong Kong with limited liability, the shares of which are listed on the main board of the Stock Exchange

"Director(s)" director(s) of the Company

"First Piece of Land" a piece of land located at junction of Beixin West Road and Xihuan Road, Lubei District, Tangshan City, Hebei Province, the PRC with a site area of 93,706.33 sq.m.

"Group" the Company and its subsidiaries

"Hong Kong" the Hong Kong Special Administrative Region of the PRC

- 5 -

"Land Bidding

Announcement"
announcement of the Company dated 8 January 2014 in relation to, among other things, application for registration to participate in the land bidding by the Group in respect of the First Piece of Land

"Land Use

Rights Grant Contract"
Land Use Rights Grant Contract (