Jiyi Household International : (1) COMPLETION OF DISCLOSEABLE TRANSACTION IN RELATION TO THE ACQUISITION OF THE ENTIRE ISSUED SHARE CAPITAL OF THE TARGET COMPANY INVOLVING THE ISSUE OF NEW SHARES UNDER GENERAL MANDATE; AND (2) CHANGE IN SHAREHOLDING STRUCTURE OF THE COMPANY

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This announcement appears for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for shares.

Jiyi Holdings Limited

集 一 控 股 有 限 公 司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1495)

1. COMPLETION OF DISCLOSEABLE TRANSACTION

IN RELATION TO THE ACQUISITION OF THE

ENTIRE ISSUED SHARE CAPITAL OF THE TARGET COMPANY INVOLVING THE ISSUE OF NEW SHARES UNDER GENERAL MANDATE; AND

1. CHANGE IN SHAREHOLDING STRUCTURE OF THE COMPANY

References are made to the announcements (the "Announcements") of Jiyi Holdings Limited (the "Company") dated 4 June 2020, 9 June 2020 and 27 July 2020 regarding the acquisition of the entire issued share capital of the Target Company involving the issue of new Shares under General Mandate. Unless the context otherwise requires, capitalised terms in this announcement shall have the same meanings as defined in the Announcements.

This announcement is made by the Company pursuant to Rule 13.09(2) of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited and Inside Information Provisions under Part XIVA of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong).

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COMPLETION OF DISCLOSEABLE TRANSACTION

The Board is pleased to announce that all conditions precedent under the Agreement have been fulfilled and the Completion took place on 26 August 2020. Upon the Completion, the Company directly owns the entire share capital of the Target Company and the financial results of the Target Company shall be consolidated into the financial statements of the Group.

CHANGE IN SHAREHOLDING STRUCTURE OF THE COMPANY

Being the first installment of the Consideration of HK$56,060,000, a total of 86,246,154 First Consideration Shares were allotted and issued to the Vendors on 26 August 2020, immediately upon which the shareholding structure of the Company shall become as set out below:

		As at the date of
Shareholders	Nature of interest	this announcement
				Approximately
		Shares	%
Ms. Hou Wei (Note)	Beneficiary owner and interest	439,068,363	56.45
	in a controlled corporation
Xinling Limited (Note)	Beneficiary owner	438,868,363	56.42
Vendor A	Beneficiary owner	80,329,668	10.33
Vendor B	Beneficiary owner	5,916,486	0.76
Other Shareholders		252,731,637	32.49
Total		777,846,154	100.00

Note:

Ms. Hou Wei ("Ms. Hou") was granted share option to subscribe for 200,000 Shares, and as at the date of this announcement, Ms. Hou has not exercised any right thereto. In addition, Ms. Hou is beneficially interested in 100% of the issued share capital of Xinling Limited ("Xinling"). Xining was the registered holder of 438,868,363 Shares. Under Part XV of the SFO, Ms. Hou was therefore deemed to have interests in 438,868,363 Shares in which Xinling was interested. Therefore, Ms. Hou is regarded as being interested in a total number of 439,068,363 Shares.

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Upon the allotment and issuance of the First Consideration Shares, Vendor A (i.e. Mr. Lin Shunwei) became as a substantial shareholder of the Company.

By order of the Board

Jiyi Holdings Limited

Hou Wei

Chairlady

Hong Kong, 26 August 2020

As at the date of this announcement, Ms. Hou Wei, Mr. Liu Xianxiu and Mr. Yang Baikang are the executive directors of the Company, Mr. Hou Bo is the non-executive director of the Company, and Mr. Ye Yihui, Mr. Ho Hin Yip and Mr. Hou Lianchang are the independent non- executive directors of the Company.

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