Beijing Gas Blue Sky : CONNECTED TRANSACTION - THE SALES CONTRACT

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.

BEIJING GAS BLUE SKY HOLDINGS LIMITED

北 京 燃 氣 藍 天 控 股 有 限 公 司

(Incorporated in Bermuda with limited liability)

(Stock Code: 6828)

CONNECTED TRANSACTION

THE SALES CONTRACT

The Board announces that on 7 August 2020, the Company and Beijing Gas Singapore entered into the Sales Contract, pursuant to which Beijing Gas Singapore agreed to purchase 26,000 MTS of mono ethylene glycol from the Company at a total consideration of USD11,440,000 (equivalent to approximately HK$88,660,000).

IMPLICATIONS OF THE LISTING RULES

Beijing Gas Singapore is an associate (as defined under the Listing Rules) of Beijing Gas, a controlling shareholder (as defined under the Listing Rules) of the Company holding approximately 41.13% of the issued share capital of the Company. Beijing Gas Singapore is therefore a connected person of the Company under the Listing Rules. Accordingly, the transaction constitutes a connected transaction of the Company under Chapter 14A of the Listing Rules. The applicable percentage ratios in respect of the transaction are above 0.1% but less than 5%, the transaction is subject to the reporting and announcement requirement but is exempt from the circular and independent shareholders' approval requirements under Chapter 14A of the Listing Rules.

The board of directors (the "Board") of the Company announces that on 7 August 2020, the Company and Beijing Gas Singapore (an associate (as defined under the Listing Rules) of Beijing Gas, a controlling shareholder (as defined under the Listing Rules) of the Company) entered into the Sales Contract, pursuant to which Beijing Gas Singapore agreed to purchase 26,000 MTS of mono ethylene glycol from the Company at a total consideration of USD11,440,000 (equivalent to approximately HK$88,660,000).

PRINCIPAL TERMS OF THE SALES CONTRACT

Date

7 August 2020

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Parties

1. Beijing Gas Singapore as purchaser
2. The Company as vendor

Subject Matter

Pursuant to the Sales Contract, Beijing Gas Singapore agreed to purchase 26,000 MTS of mono ethylene glycol from the Company.

Consideration and payment

The unit price of mono ethylene glycol per MT shall be USD440 with reference to the range of listed price of mono ethylene glycol per MT in Asia for the five Business Days immediately preceding the date of Sales Contract of approximately USD434 to USD452 as quoted by sci99.com, being a pricing platform commonly used by the industry for reference on commodity pricing and therefore, the total consideration shall be USD11,440,000 (equivalent to approximately HK$88,660,000) which shall be payable in full in cash by prepayment.

The mono ethylene glycol will be delivered after the prepayment, but in any event, not later than 31 August 2020.

REASONS FOR AND BENEFITS OF THE TRANSACTION

The entering of the Sales Contract between the Group and Beijing Gas Singapore in respect of mono ethylene glycol marks a milestone for the Group to expand its international trading business. The Group has established its international trading business since 2018, and independently imported

1. vessel of liquefied natural gas ("LNG") by capitalising on the CNOOC LNG terminal window period secured through auction. The project has been successfully completed and well recognised by the industry. This cooperation is believed to deepen the bilateral partnership, enhance both parties' strength in international trade and broaden both parties' channels of international trade, thereby improving the Group's strength in overseas markets. On the other hand, the trade cooperation between the two parties will enhance the business capabilities of the Group's international trade team, establish and familiarise themselves with various business processes of international energy trade and lay a foundation for the development of the Group's LNG international trade business, striving to improve the Group's strength in the LNG whole industrial chain business. The interaction and cooperation between the Group and Beijing Gas Singapore, being the two important overseas platforms of Beijing Gas Group, demonstrate that Beijing Gas Group, the controlling shareholder, has increased its support to the Group. Looking ahead, both parties will continue to draw upon their respective advantages to achieve synergistic development under the support of the controlling shareholder.

The Directors, including the independent non-executive Directors, are of the view that the terms of the Sales Contract are fair and reasonable and on normal commercial terms and are entered into in the ordinary and usual course of the Company's business and in the interests of the Company and its Shareholders as a whole.

All executive Directors (except Mr. Ye Hongjun) and Mr. Zhi Xiaoye, a non-executive Director, are senior management of Beijing Gas Group and are therefore deemed to have material interests in the transaction under the Sales Contract, and have abstained from voting on the relevant Board resolutions.

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Other than those Directors mentioned above, none of the other Directors has or is deemed to have a material interest in the transaction under the Sales Contract.

IMPLICATIONS OF THE LISTING RULES

Beijing Gas Singapore is an associate (as defined under the Listing Rules) of Beijing Gas, a substantial shareholder (as defined under the Listing Rules) of the Company holding approximately 41.13% of the issued share capital of the Company. Beijing Gas Singapore is therefore a connected person of the Company under the Listing Rules. Accordingly, the transaction constitutes a connected transaction of the Company under Chapter 14A of the Listing Rules. The applicable percentage ratios in respect of the transaction are above 0.1% but less than 5%, the transaction is subject to the reporting and announcement requirement but is exempt from the circular and independent shareholders' approval requirements under Chapter 14A of the Listing Rules.

GENERAL INFORMATION

The Group is principally engaged in (i) development and operation of city gas projects; (ii) direct supply of liquefied natural gas ("LNG") to industrial end users; (iii) trading and distribution of compressed natural gas ("CNG") and LNG; and (iv) operating CNG and LNG refuelling stations for vehicles.

Beijing Gas Singapore is a company incorporated in Singapore with limited liability which is an indirect wholly-owned subsidiary of Beijing Gas Group, and principally engaged in wholesale of solid, liquid and gaseous fuels and related products.

DEFINITIONS

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

"Beijing Gas"	Beijing Gas Company Limited, a company incorporated in Hong
	Kong, a controlling shareholder of the Company
"Beijing Gas Group"	北京市燃氣集團有限責任公司 Beijing Gas Group Co., Ltd*, a
	limited liability company incorporated in PRC, indirectly holds
	100% of issued share capital of Beijing Gas

"Beijing Gas Singapore"

"Board"

"Business Day(s)"

Beijing Gas Singapore Private Limited, a company incorporated in Singapore which is an indirect wholly-owned subsidiary of Beijing Gas Group, an associate (as defined under the Listing Rules) of Beijing Gas

the board of Directors of the Company

a day that is not a Saturday, Sunday or any statutory holiday in Hong Kong

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"Company"

"connected person(s)" "Director(s)" "Group"

"HK$"

"Hong Kong"

"Listing Rules"

"MTS" "PRC"

"Sales Contract"

"Shareholder(s)

"Stock Exchange "USD"

"%"

• For identification purpose only

Hong Kong, 7 August 2020

Beijing Gas Blue Sky Holdings Limited, a company incorporated in Bermuda with limited liability, the issued shares of which are listed on the Main Board of the Stock Exchange (Stock Code: 6828)

has the same meaning ascribed to it under the Listing Rules

the director(s) of the Company

the Company and its subsidiaries

Hong Kong dollars, the lawful currency of Hong Kong

the Hong Kong Special Administrative Region of the PRC

the Rules Governing the Listing of Securities on the Stock Exchange

metric tons

the People's Republic of China excluding Hong Kong, the Macau Special Administrative Region of the PRC and Taiwan for the purpose of this announcement

the sales contract dated 7 August 2020 entered into between the Company and Beijing Gas Singapore in relation to the sale of mono ethylene glycol to Beijing Gas Singapore

holder(s) of the share(s) of HK$0.055 each in the share capital of the Company

The Stock Exchange of Hong Kong Limited

United States dollars, the lawful currency of United States of America

per cent

By order of the Board

Beijing Gas Blue Sky Holdings Limited

Zhi Xiaoye

Chairman

As at the date of this announcement, the executive directors of the Company are Mr. Li Weiqi, Mr. Jin Qiang, Ms. Yang Fuyan and Mr. Ye Hongjun; the non-executive directors of the Company are Mr. Zhi Xiaoye and Mr. Cheng Ming Kit; and the independent non-executive directors of the Company are Mr. Lim Siang Kai, Mr. Wee Piew, Mr. Ma Arthur On-hing, Mr. Cui Yulei and Ms. Hsu Wai Man, Helen.

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