CIFI : FACILITY AGREEMENT WITH SPECIFIC PERFORMANCE COVENANTS

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CIFI Holdings (Group) Co. Ltd.

旭 輝 控 股（ 集 團 ）有 限 公 司

(Incorporated in the Cayman Islands with limited liability)

(Stock code: 00884) FACILITY AGREEMENT WITH SPECIFIC PERFORMANCE COVENANTS

This announcement is made by the Company pursuant to Rule 13.18 of the Listing Rules.

FACILITY AGREEMENT

On 30 December 2016, the Company as borrower, and certain offshore subsidiaries of the Company as original guarantors, entered into the Facility Agreement with a group of financial institutions as lenders (the "Lenders").

The term loan facilities granted under the Facility Agreement have an aggregate initial amount of approximately US$530 million (with a greenshoe option of an additional US$600 million).

The initial term loan facilities have the following tranches:

1. RMB term loan facilities ("RMB Tranche") with an aggregate amount of RMB1,980 million (equivalent to approximately US$284 million) with final maturity of 36 months after the first utilization date of the RMB Tranche; and

2. HK dollar/US dollar term loan facilities ("HKD/USD Tranche") with an aggregate amount equivalent to approximately US$246 million with final maturity of 48 months after the first utilization date of the HKD/USD Tranche.

Both the RMB Tranche and the HKD/USD Tranche have an utilization period of 6 months from the date of the Facility Agreement.

DISCLOSURE UNDER RULE 13.18 OF THE LISTING RULES

Pursuant to the Facility Agreement, it requires that (i) the Controlling Shareholders will maintain beneficial shareholding of not less than 51% of the entire issued share capital of the Company; and (ii) any of Mr. LIN Zhong, Mr. LIN Wei and Mr. LIN Feng shall remain as the chairman of the Board, otherwise it will constitute an event of default. Upon and at any time after the occurrence of an event of default, the Lenders may immediately cancel all or any part of their respective commitments and the outstanding amount under the Facility Agreement together with interest accrued thereon may become immediately due and payable.

As at the date of this announcement, the Controlling Shareholders are collectively beneficially interested in approximately 63.73% of the total issued share capital of the Company.

DEFINITIONS

In this announcement, the following expressions shall have the meanings set out below unless the context requires otherwise:

"Board" the board of Directors

"Company" CIFI Holdings (Group) Co. Ltd., a company incorporated in the

Cayman Islands, and the shares of which are listed on the main board of the Stock Exchange

"Controlling Shareholders" collectively, Mr. LIN Zhong, Mr. LIN Wei, Mr. LIN Feng,

their respective family members, their family trusts and the companies beneficially owned by them (or any of them)

"Directors" the directors of the Company

"FacilityAgreement" the facility agreement dated 30 December 2016 entered into

amongst (i) the Company as borrower, (ii) certain offshore subsidiaries of the Company as original guarantors and (iii) a group of financial institutions as Lenders

"HK$" or "HKD" Hong Kong dollars, the lawful currency of Hong Kong

"Hong Kong" the Hong Kong Special Administrative Region of the People's

Republic of China

"Listing Rules" the Rules Governing the Listing of Securities on the Stock

Exchange

"PRC" the People's Republic of China, which for the purpose of this announcement, shall exclude Hong Kong, 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

"US$" or "USD" United States dollars, the lawful currency of the United States "%" per cent.

Hong Kong, 3 January 2017

By order of the Board

CIFI Holdings (Group) Co. Ltd. LIN Zhong

Chairman

As at the date of this announcement, the Board comprises Mr. LIN Zhong, Mr. LIN Wei and Mr. LIN Feng as executive Directors; and Mr. GU Yunchang, Mr. ZHANG Yongyue and Mr. TAN Wee Seng as independent non-executive Directors.