Bolina : Announcements and Notices - VOLUNTARY ANNOUNCEMENT ISSUANCE OF CORPORATE BONDS

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BOLINA HOLDING CO., LTD.

航標控股有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1190)

VOLUNTARY ANNOUNCEMENT ISSUANCE OF CORPORATE BONDS

INTRODUCTION

This is a voluntary announcement made by the board (the "Board") of directors (the "Directors") of Bolina Holding Co., Ltd. (the "Company", together with its subsidiaries, the "Group") in relation to the issuance of corporate bonds by the Company in the aggregate principal amount of up to HK$200,000,000 (the "Corporate Bonds"). The principal purpose of this issuance is to enrich the operational requirements of the Group and for future mergers and acquisitions (the target(s)) of which has not been identified as of the date hereof). In addition, the relevant bond issuance as specified in the Company's announcement dated 15 December 2015 was completed on 28 December 2015.

ISSUE OF CORPORATE BONDS

The Board is pleased to announce that on 8 January 2016, the Company and PC Securities Limited (the "Placing Agent") entered into the placing agreement (the "Placing Agreement") pursuant to which the Placing Agent has agreed to act as the sole placing agent, on a best efforts basis, during the Placing Period (as defined below), for the purpose of procuring subscribers (whether itself being subscriber, as nominee or otherwise) for the Corporate Bonds subject to the terms and conditions contained in the Placing Agreement. According to the Placing Agreement, the placing period is defined as three months commencing from the date of the Placing Agreement (the "Placing Period"). The Placing Agent shall use best efforts to ensure that such investors shall be third parties independent of the Company and its connected persons (as defined under the Rules Governing the Listing of Securities on the Stock Exchange of Hong Kong Limited (the "Listing Rules"). Further, a placing commission of 3% of the aggregate principal amount of the Corporate Bonds successfully issued shall be payable by the Company to the Placing Agent.

To the best of the Directors' knowledge, information and belief, having made all reasonable enquiries, the Placing Agent and its ultimate beneficial owner(s) are third parties independent of the Company and its connected persons (as defined under the Listing Rules).

The Board is of the view that the terms of the Placing Agreement and the transactions contemplated thereunder are on normal commercial terms, fair and reasonable, and are in the interest of the Company and its shareholders as a whole.

PRINCIPAL TERMS OF THE CORPORATE BONDS

1. Issuer : The Company

2. Aggregate maximum

   principal amount

   : HK$200,000,000

3. Maturity : The date falling on the third anniversary of the issue date

4. Interest : The Bonds will bear interest from (and including) the date of

   issue of the Bonds (the "Issue Date") at the rate of 7% per annum. Interest will be accrued daily on a 365 days basis and is payable semi-annually in arrear. The first interest payment for the Bond shall be made on the date falling 6 months from the Issue Date, and the final interest payment for the Bond shall be made on the Maturity Date.

5. Issue price : Principal amount of the Corporate Bonds

6. Redemption : The Corporate Bonds should be redeemed in full upon the

   maturity of the relevant Corporate Bonds

7. Use of proceeds : Including but not limited to enrich the operational requirements

of the Group and for future mergers and acquisitions (the target(s)) of which has not been identified as of the date hereof).

The Company will further update the shareholders and potential investors of the Company in respect of the subscription of the Corporate Bonds in accordance with the Listing Rules if and when required.

Completion of the placing of the Corporate Bonds under the Placing Agreement is on a best effort basis only and subject to the satisfaction and/or waiver of the conditions precedent therein. As the placing of the Corporate Bonds may or may not be successful, shareholders of the Company and prospective investors are urged to exercise caution when dealing in the securities of the Company.

For and on behalf of the board

BOLINA HOLDING CO., LTD. Xiao Zhiyong

Chairman

8 January 2016

As at the date of this announcement, the executive directors are Xiao Zhiyong, Ye Xiaohong, Yang Qingyun and Lu Jianqing, and the independent non-executive directors are Tong Jifeng, Lin Shimao and Raymond So Wai-man.