A8 New Media : (1) PROPOSED GRANT OF GENERAL MANDATES TO ISSUE NEW SHARES AND TO REPURCHASE SHARES;(2) PROPOSED RE-

THIS CIRCULAR IS IMPORTANT AND REQUIRES YOUR IMMEDIATE ATTENTION

If you are in any doubt as to any aspect of this circular or as to the action to be taken, you should consult your licensed securities dealer or registered institution in securities, bank manager, solicitor, professional accountant or other professional adviser.

If you have sold or transferred all your shares in A8 New Media Group Limited ("Company"), you should at once hand this circular and the enclosed form of proxy to the purchaser, the transferee or to the bank, stockbroker or other agent through whom the sale or transfer was effected for transmission to the purchaser or transferee.

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this circular, 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 circular.

A8 New Media Group Limited

A8新媒體集團有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 800)

(1)PROPOSED GRANT OF GENERAL MANDATES TO ISSUE NEW SHARES AND TO REPURCHASE SHARES;

(2)PROPOSED RE-ELECTION OF THE RETIRING DIRECTORS; AND

(3)NOTICE OF ANNUAL GENERAL MEETING

A notice convening the Annual General Meeting to be held at 25/F, A8 Music Building, No.1002 Keyuan Road, Hi-tech Park, Nanshan District, Shenzhen, the PRC on Friday, 24 May 2019 at 3:30 p.m. is set out on pages AGM-1 to AGM-5 of this circular. A form of proxy for use by the Shareholders at the Annual General Meeting is also enclosed. Such form of proxy is also published on the respective websites of Hong Kong Exchanges and Clearing Limited (http://www.hkexnews.hk) and the Company (http://www.a8nmg.com).

Whether or not you are able to attend the Annual General Meeting, you are requested to complete and sign the enclosed form of proxy in accordance with the instructions printed thereon and return it to the branch share registrar and transfer office of the Company in Hong Kong, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wanchai, Hong Kong as soon as possible and in any event by 3:30 p.m. (Hong Kong time) on Wednesday, 22 May 2019 or not less than 48 hours before the time appointed for the holding of the Annual General Meeting or any adjournment thereof. Completion and return of the form of proxy will not preclude Shareholders from attending and voting in person at the Annual General Meeting or any adjournment thereof if they so wish and in such case, the form of proxy previously submitted shall be deemed to be revoked.

17 April 2019

	CONTENTS
		Page
Definitions . .	. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .	1
Letter from the Board . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .		3
Appendix I	- Explanatory Statement on the Repurchase Mandate . . . . . . . . .	I-1
Appendix II	- Details of the retiring Directors proposed to be re-elected
	at the Annual General Meeting . . . . . . . . . . . . . . . . . . . . . . .	II-1
Notice of Annual General Meeting . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .		AGM-1

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DEFINITIONS

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

"Annual General Meeting"	an annual general meeting of the Company to be held at
	25/F, A8 Music Building, No.1002 Keyuan Road, Hi-tech
	Park, Nanshan District, Shenzhen, the PRC on Friday, 24
	May 2019 at 3:30 p.m., the notice of which is set out on
	pages AGM-1 to AGM-5 of this circular, or any
	adjournment thereof
"Articles of Association"	the articles of association of the Company
"Board"	the board of Directors
"associated corporation"	shall have the meanings ascribed to it in Part XV of the
	SFO;
"Company"	A8 New Media Group Limited, a company incorporated in
	the Cayman Islands with limited liability, the Shares of
	which are listed on the Main Board of the Stock Exchange
"Director(s)"	the director(s) of the Company
"Group"	the Company and its subsidiaries
"HK$"	Hong Kong dollars, the lawful currency of Hong Kong
"Hong Kong"	the Hong Kong Special Administrative Region of the PRC
"Latest Practicable Date"	11 April 2019, being the latest practicable date prior to the
	printing of this circular for the purpose of ascertaining
	certain information contained herein
"Listing Rules"	the Rules Governing the Listing of Securities on the Stock
	Exchange
"PRC"	the People's Republic of China, and for the purpose of this
	circular, excludes Hong Kong, the Macau Special
	Administrative Region of the PRC and Taiwan
"Repurchase Mandate"	a general and unconditional mandate proposed to be
	granted to the Directors to exercise all powers of the
	Company to repurchase Shares which shall not exceed 10%
	of the total number of issued Shares as at the date of
	passing the relevant resolution as set out in resolution
	numbered 5 in the notice convening the AGM

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	DEFINITIONS
"RMB"	Renminbi, the lawful currency of the PRC
"SFO"	the Securities and Futures Ordinance, Chapter 571 of the
	Laws of Hong Kong
"Share(s)"	ordinary share(s) of HK$0.01 each in the share capital of
	the Company
"Shareholder(s)"	holder(s) of the Share(s)
"Stock Exchange"	The Stock Exchange of Hong Kong Limited
"Takeovers Code"	the Codes on Take overs and Mergers issued by the
	Securities and Futures Commission in Hong Kong
"%"	per cent.

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LETTER FROM THE BOARD

A8 New Media Group Limited

A8新媒體集團有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 800)

Executive Directors:	Registered office:
Mr. Liu Xiaosong	Cricket Square
(Chairman & Chief Executive Officer)	Hutchins Drive
Mr. Lin Qian	P.O. Box 2681
(Chief Financial Officer)	Grand Cayman, KY1-1111
	Cayman Islands
Independent non-executive Directors:
Mr. Chan Yiu Kwong	Head Office:
Ms. Wu Shihong	24/F, A8 Music Building
Mr. Li Feng	No.1002 Keyuan Road, Hi-tech Park
	Nanshan District, Shenzhen
	the PRC
	Principal place of
	business in Hong Kong:
	Suites 06-12, 33/F
	Shui On Centre
	6-8 Harbour Road
	Wanchai
	Hong Kong
	17 April 2019
To the Shareholders
Dear Sir or Madam

(1)PROPOSED GRANT OF GENERAL MANDATES TO ISSUE NEW SHARES AND TO REPURCHASE SHARES;

AND

(2)PROPOSED RE-ELECTION OF THE RETIRING DIRECTORS

1.INTRODUCTION

The purpose of this circular is to provide you with information regarding (i) the proposed

grant of the General Mandate, the Repurchase Mandate and the Extension Mandate; (ii) the proposed re-election of the retiring Directors; and to give you notice of the AGM.

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