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

This joint announcement appears for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for any securities of Green International Holdings Limited.

JUMBO FAITH

GREEN INTERNATIONAL

INTERNATIONAL LIMITED

HOLDINGS LIMITED

偉信國際有限公司

格林國際控股有限公司

(incorporated in the British Virgin Islands

(incorporated in the Cayman Islands

with limited liability)

with limited liability)

(Stock code: 2700)

JOINT ANNOUNCEMENT

(1)CLOSE OF UNCONDITIONAL MANDATORY CASH OFFERS BY ASTRUM CAPITAL MANAGEMENT LIMITED ON BEHALF OF

JUMBO FAITH INTERNATIONAL LIMITED TO ACQUIRE ALL THE ISSUED SHARES AND

ALL THE OUTSTANDING CONVERTIBLE BONDS OF

GREEN INTERNATIONAL HOLDINGS LIMITED

(OTHER THAN THOSE AGREED TO BE ACQUIRED BY

JUMBO FAITH INTERNATIONAL LIMITED) AND

TO CANCEL ALL THE OUTSTANDING SHARE OPTIONS OF

GREEN INTERNATIONAL HOLDINGS LIMITED;

(2)RESULTS OF THE OFFERS; AND

(3)PUBLIC FLOAT OF THE COMPANY

Financial adviser to Jumbo Faith International Limited

- 1 -

CLOSE OF THE OFFERS

The Offeror and the Company jointly announce that the Offers were closed at 4:00 p.m. on Thursday, 2 May 2019 and were not revised or extended by the Offeror.

RESULTS OF THE OFFERS

As at 4:00 p.m. on Thursday, 2 May 2019 (i.e. the Closing Date), the Offeror has received (i) valid acceptances in respect of a total of 1,344,701 Offer Consolidated Shares under the Share Offer, representing approximately 0.09% of the entire issued share capital of the Company as at the date of this joint announcement; and (ii) no valid acceptance under the Option Offer and the CB Offer.

SHAREHOLDING STRUCTURE OF THE COMPANY

Immediately after the close of the Offers, taking into account the valid acceptances in respect of 1,344,701 Offer Consolidated Shares under the Share Offer, the Offeror and parties acting in concert with it (excluding Mr. Liu) were interested in 1,002,986,088 Consolidated Shares, representing approximately 68.08% of the entire issued share capital of the Company as at the date of this joint announcement.

LAPSE OF ADJUSTED SHARE OPTIONS

The 3,500,000 outstanding Adjusted Share Options were neither accepted by Optionholders under the Option Offer nor exercised. Under the rules of the Share Option Scheme, all the Adjusted Share Options not exercised before the close of the Option Offer have ceased and determined and lapsed automatically after the close of the Option Offer on the Closing Date.

PUBLIC FLOAT

Immediately following the close of the Offers and subject to the due registration by the Registrar of the transfer of the Offer Consolidated Shares in respect of which valid acceptances have been received, 407,415,057 Shares, representing approximately 27.65% of the entire issued share capital of the Company as at the date of this joint announcement, are held by the public (within the meaning of the Listing Rules). Accordingly, as at the date of this joint announcement, the Company satisfies the minimum public float requirement of 25% as set out under Rule 8.08(1)(a) of the Listing Rules.

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Reference is made to the composite offer and response document dated 10 April 2019 (the "Composite Document") jointly issued by Jumbo Faith International Limited (the "Offeror") and Green International Holdings Limited (the "Company") in relation to the Offers. Unless the context otherwise requires, capitalized terms in this announcement shall have the same meanings as defined in the Composite Document.

CLOSE OF THE OFFERS

The Offeror and the Company jointly announce that the Offers were closed at 4:00 p.m. on Thursday, 2 May 2019 and were not revised or extended by the Offeror.

RESULTS OF THE OFFERS

As at 4:00 p.m. on Thursday, 2 May 2019 (i.e. the Closing Date), the Offeror has received (i) valid acceptances in respect of a total of 1,344,701 Offer Consolidated Shares under the Share Offer, representing approximately 0.09% of the entire issued share capital of the Company as at the date of this joint announcement; and (ii) no valid acceptance under the Option Offer and the CB Offer.

SETTLEMENT OF THE OFFERS

Remittances in respect of the cash consideration payable for the Offer Consolidated Shares tendered under the Offers have been or will be dispatched to the relevant accepting Offer Shareholders by ordinary post at their own risk as soon as possible but in any event within 7 Business Days of the date on which the duly completed acceptances of the Offers and the relevant documents of title in respect of such acceptances are received by the Offeror (or its agent) to render each such acceptance complete and valid.

SHAREHOLDING STRUCTURE OF THE COMPANY

Immediately before the commencement of the Offer Period on 1 February 2019 (i.e. the date of the Joint Announcement), the Offeror and parties acting in concert with it (excluding Mr. Liu) were interested in 246,924,406 Consolidated Shares, representing approximately 34.36% of the then entire issued share capital of the Company, while the Offeror and parties acting in concert with it (including Mr. Liu) were interested in 309,789,406 Consolidated Shares, representing approximately 43.11% of the then entire issued share capital of the Company. Upon Subscription Completion, the Offeror and parties acting in concert with it (excluding Mr. Liu) were interested in 1,001,641,387 Consolidated Shares, representing approximately 67.99% of the entire issued share capital of the Company, while the Offeror and parties acting in concert with it (including Mr. Liu) were interested in 1,064,506,387 Consolidated Shares, representing approximately 72.25% of the entire issued share capital of the Company.

- 3 -

Immediately after the close of the Offers, taking into account the valid acceptances in respect of 1,344,701 Offer Consolidated Shares under the Share Offer, the Offeror and parties acting in concert with it (excluding Mr. Liu) were interested in 1,002,986,088 Consolidated Shares, representing approximately 68.08% of the entire issued share capital of the Company as at the date of this joint announcement, while the Offeror and parties acting in concert with it (including Mr. Liu) were interested in 1,065,851,088 Consolidated Shares, representing approximately 72.35% of the entire issued share capital of the Company as at the date of this joint announcement.

Save for (i) the subscription of the Subscription Consolidated Shares by the Offeror pursuant to the Subscription Agreement which was completed on 3 April 2019; and

(ii)the valid acceptances under the Offers as disclosed in this joint announcement, none of the Offeror or any of the parties acting in concert with it has acquired or agreed to acquire any Consolidated Shares or rights over the Consolidated Shares during the Offer Period up to and including the date of this joint announcement. The Offeror and parties acting in concert with it (excluding Mr. Liu) have not borrowed or lent any Consolidated Shares or relevant securities (as defined in Note 4 to Rule 22 of the Takeovers Code) of the Company during the Offer Period up to and including the date of this joint announcement.

The table below sets out the shareholding structure of the Company (i) immediately upon Subscription Completion on 3 April 2019 and as at 8 April 2019, being the latest practicable date for ascertaining certain information contained in the Composite Document (the "Latest Practicable Date"); and (ii) immediately upon the close of the Offers and as at the date of this joint announcement (subject to the due registration by the Registrar of the transfer of the Offer Consolidated Shares in respect of which valid acceptances have been received):

Immediately upon Subscription

Immediately upon the close

Completion and as at the Latest

of the Offers and as at the

Practicable Date

date of this joint

announcement

Number of

Approximate

Number of

Approximate

Consolidated

percentage of

Consolidated

percentage of

Shares

shareholding

Shares

shareholding

The Offeror (Note 1)

754,716,981

51.23

756,061,682

51.32

Gold Bless (Note 2)

246,924,406

16.76

246,924,406

16.76

Sub-total of the Offeror and parties acting

1,001,641,387

67.99

1,002,986,088

68.08

in concert with it (other than Mr. Liu)

Mr. Liu (Note 3)

62,865,000

4.27

62,865,000

4.27

Sub-total of the Offeror and parties acting

1,064,506,387

72.25

1,065,851,088

72.35

in concert with it and connected persons

Public Shareholders

408,759,758

27.75

407,415,057

27.65

Total

1,473,266,145

100.00

1,473,266,145

100.00

- 4 -

Notes:

1.The Offeror is wholly owned by Ms. Zhou Cuiqiong ("Ms. Zhou"), spouse of Mr. Yu Qigang ("Mr. Yu"). Mr. Yu is an executive Director and the Chairman of the Company.

2.246,924,406 Consolidated Shares beneficially owned by Gold Bless International Invest Limited ("Gold Bless"), a company whose issued shares were registered, according to the disclosure of interest filings made on behalf of Mr. Yang Wang Jian ("Mr. Yang"), a director of Gold Bless and an ex-director of the Company, as to: (a) 65% (the "Disputed Gold Bless Shareholding") in the name of Mr. Yang; (b) 20% in the name of Mr. Yu; and (c) 15% in the name of Winning Top Investments Limited ("Winning Top"), a company which is wholly-owned by Mr. Yu. Gold Bless is deemed to be a controlled corporation of Mr. Yu pursuant to Part XV of the SFO because of the 20% and 15% registered shareholding of Mr. Yu and Winning Top in Gold Bless, and is presumed to be acting in concert with the Offeror. Based on the information provided by Mr. Yu, he has an alleged claim over the Disputed Gold Bless Shareholding, and he has commenced legal actions against Mr. Yang which may, subject to the outcome of the litigation, affect the ownership of the Disputed Gold Bless Shareholding.

3.Mr. Liu Dong ("Mr. Liu") is an executive Director. These 62,865,000 Consolidated Shares deemed to be interested by Mr. Liu comprised (a) 22,865,000 Consolidated Shares held by Mr. Liu personally; and (b) 40,000,000 Consolidated Shares held by Smoothly Good Investment Development Limited, a controlled corporation wholly-owned by Mr. Liu. Mr. Liu is presumed to be acting in concert with the Offeror under class (6) presumption under the definition of "acting in concert" under the Takeovers Code until the close of the Offers.

LAPSE OF ADJUSTED SHARE OPTIONS

The 3,500,000 outstanding Adjusted Share Options were neither accepted by Optionholders under the Option Offer nor exercised. Under the rules of the Share Option Scheme, all the Adjusted Share Options not exercised before the close of the Option Offer have ceased and determined and lapsed automatically after the close of the Option Offer on the Closing Date.

PUBLIC FLOAT

Immediately following the close of the Offers and subject to the due registration by the Registrar of the transfer of the Offer Consolidated Shares in respect of which valid acceptances have been received, 407,415,057 Shares, representing approximately 27.65% of the entire issued share capital of the Company as at the date of this joint announcement, are held by the public (within the meaning of the Listing Rules).

- 5 -

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Green International Holdings Limited published this content on 02 May 2019 and is solely responsible for the information contained herein. Distributed by Public, unedited and unaltered, on 02 May 2019 14:07:08 UTC