Zhongguancun Science Tech Leasing : DISCLOSEABLE TRANSACTION FINANCE LEASE TRANSACTION

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中 關 村 科 技 租 賃 股 份 有 限 公 司

ZHONGGUANCUN SCIENCE-TECH LEASING CO., LTD.

(a joint stock company incorporated in the People's Republic of China with limited liability)

(Stock Code: 1601)

DISCLOSEABLE TRANSACTION

FINANCE LEASE TRANSACTION

FINANCE LEASE AGREEMENT

The Board hereby announces that on March 31, 2021, the Company (as the Lessor) entered into the Finance Lease Agreement with the Lessee, pursuant to which (i) the Lessee would sell its own assets namely, the Leased Assets to the Lessor, at a transfer consideration of RMB120,000,000; and (ii) the Lessor would lease back the Leased Assets to the Lessee for a term of 12 months with a total lease payment of RMB123,275,988, which shall include a finance lease principal of RMB120,000,000 and a finance lease interest income (inclusive of VAT) of RMB3,275,988 under the Finance Lease Agreement.

LISTING RULES IMPLICATIONS

As the highest applicable percentage ratio under the Finance Lease Agreement is higher than 5% but lower than 25%, therefore, the transaction thereunder constitutes a discloseable transaction of the Company and is subject to the notification and announcement requirements under Chapter 14 of the Listing Rules.

BACKGROUND

The Board hereby announces that on March 31, 2021, the Company (as the Lessor) entered into the Finance Lease Agreement with the Lessee, pursuant to which (i) the Lessee would sell its own assets namely, the Leased Assets to the Lessor, at a transfer consideration of RMB120,000,000; and (ii) the Lessor would lease back the Leased Assets to the Lessee for a term of 12 months with a total lease payment of RMB123,275,988, which shall include a finance lease principal of RMB120,000,000 and a finance lease interest income (inclusive of VAT) of RMB3,275,988 under the Finance Lease Agreement.

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The table below sets out the details of the Finance Lease Agreement:

				Finance
				lease interest			Net book
		Expiry date of	Finance lease	income			value of
	Date of finance lease financial lease	principal	(inclusive of	Security	Total lease	Leased Assets
Finance Lease Agreement	agreement	agreement	amount	VAT)	deposits	payment	(Approx.)
			RMB	RMB	RMB	RMB	RMB
Finance Lease Agreement	March 31, 2021	March 30, 2022	120,000,000	3,275,988	9,600,000	123,275,988	185,507,706

FINANCE LEASE AGREEMENT

Principal terms of the Finance Lease Agreement are as follows:

Parties
Lessor:	the Company
Lessee:	a company incorporated in the PRC with limited liability, which is principally engaged in
	research and production of CNC machine tools.

To the best of the Directors' knowledge, information and belief after having made all reasonable enquiries, the Lessee and its ultimate beneficial owners are all independent third parties of the Company and its connected persons (as defined in the Listing Rules).

Leased Assets

The Leased Assets are 641 CNC machine tools, with a net book value of approximately RMB185,507,706.

The Lessee does not separately calculate the profits before and after tax of the Leased Assets. The transfer consideration for acquisition of the Leased Assets under the Finance Lease Agreement will be funded by the Company's internal resources.

Lease Period

The lease period of the Finance Lease Agreement is 12 months.

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Lease Payment and Method of Payment

Pursuant to the Finance Lease Agreement, the lease payment comprises finance lease principal and finance lease interest income (inclusive of VAT). The finance lease principal is RMB120,000,000, the finance lease interest income (inclusive of VAT) is RMB3,275,988 (calculated based on the interest rate of 5.35% per annum), the total lease payment is RMB123,275,988, the Lessee shall pay the lease payment to the Lessor at the end of each month in instalments in accordance with the Finance Lease Agreement during the lease period.

The terms of the Finance Lease Agreement, including transfer consideration for the Leased Assets, finance lease principal, finance lease interest income and other expenses under the Finance Lease Agreement, were determined upon arm's length negotiation between the Lessee and the Lessor with reference to net book value of the Leased Assets and prevailing market prices of the same category of finance lease products in the PRC.

Security Deposits

The Lessee agreed to pay the security deposit for the Finance Lease Agreement of RMB9,600,000 (bearing nil interests). Upon the last lease payment of the Finance Lease Agreement, the lease payment and other payables under the final payment will automatically be deducted from the deposit, and the Lessor will refund the Lessee the remaining amount (if any).

Ownership of the Leased Assets

During the lease period, the ownership of the Leased Assets shall be vested in the Lessor. If the Lessee has properly and fully performed all of its obligations under the Finance Lease Agreement, upon the expiry of the Finance Lease Agreement, the Lessor will transfer the Leased Assets to the Lessee at the consideration of RMB100 in nominal value.

Guarantee

One of ultimate beneficial owners of the Lessee provides joint and several liabilities guarantee for the debts of the Lessee under the Finance Lease Agreement.

REASONS FOR AND BENEFITS OF ENTERING INTO THE FINANCE LEASE AGREEMENT

The Company's principal activities are to provide finance leasing and advisory services to customers. The Finance Lease Agreement is entered into by the Company during its ordinary and usual course of business.

The Directors consider that entering into the Finance Lease Agreement will generate revenue and profit to the Company over the lease period and is consistent with the Company's business development strategy. Since the Finance Lease Agreement was entered into under normal commercial terms, the Directors are of the view that the terms under the Finance Lease Agreement are fair and reasonable and are in the interests of the Company and its shareholders as a whole.

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INFORMATION OF THE PARTIES

Information of the Company

The Company is a pioneer and a dedicated finance lease company in serving technology and new economy companies in China. As the sole finance lease platform under Zhongguancun Development Group Co., Ltd. ( 中關村發展集團股份有限公司), the Company offers efficient finance lease solutions and a variety of advisory services to satisfy technology and new economy companies' needs for financial services at different stages of their growth. The Company's finance lease solutions primarily take the form of direct lease and sale-and-leaseback. The Company also delivers a variety of advisory services, including policy advisory and management and business consulting, to help its customers achieve rapid growth.

Information of the Lessee

The Lessee is a company incorporated in the PRC with limited liability, which is principally engaged in research and production of CNC machine tools.

LISTING RULES IMPLICATIONS

As the highest applicable percentage ratio under the Finance Lease Agreement is higher than 5% but lower than 25%, therefore, the transaction thereunder constitutes a discloseable transaction of the Company and is subject to the notification and announcement requirements under Chapter 14 of the Listing Rules.

DEFINITIONS

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

"Board"	the board of directors of the Company
"Company"	Zhongguancun Science-Tech Leasing Co., Ltd. ( 中關村科技租賃股份
	有限公司), a joint stock company incorporated in the PRC with limited
	liability, the H shares of which are listed on the Stock Exchange with
	stock code of 1601
"Director(s)"	the director(s) of the Company
"Finance Lease Agreement"	the finance lease agreement entered into between the Lessor and the
	Lessee on March 31, 2021
"independent third party(ies)"	any individual or company not being the connected persons (as defined
	under the Listing Rules) of the Company, independent of the Company
	and its connected persons (as defined under the Listing Rules) and not
	connected with them
"Leased Assets"	641 CNC machine tools, with a net book value of approximately
	RMB185,507,706 under the Finance Lease Agreement

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"Lessee"	Beijing Jingdiao Group Co., Ltd.* ( 北 京 精 雕 科 技 集 團 有 限 公 司),
	a company incorporated in the PRC with limited liability, which is
	principally engaged in research and production of CNC machine tools.
	The ultimate beneficial owner of this company is WEI Fei* ( 蔚飛) and
	HUANG Shan* ( 黃山)
"Lessor"	the Company
"Listing Rules"	the Rules Governing the Listing of Securities on the Stock Exchange
"PRC" or "China"	the People's Republic of China, which, for the purpose of this
	announcement, excludes the Hong Kong Special Administrative Region
	of the PRC, the Macau Special Administrative Region of the PRC and
	Taiwan
"RMB"	Renminbi, the lawful currency of the PRC
"Stock Exchange"	The Stock Exchange of Hong Kong Limited
"VAT"	value-added tax

By order of the Board

Zhongguancun Science-Tech Leasing Co., Ltd.

DUAN Hongwei

Chairman

Beijing, the PRC, March 31, 2021

As at the date of this announcement, the Board comprises Mr. HE Rongfeng and Mr. HUANG Wen as executive Directors, Mr. DUAN Hongwei, Mr. LOU Yixiang and Mr. ZHANG Shuqing as non-executive Directors, and Mr. CHENG Dongyue, Mr. WU Tak Lung and Ms. LIN Zhen as independent non-executive Directors.

• For identification purposes only.

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