Quanzhou Huixin Micro credit : DISCLOSEABLE TRANSACTION ACQUISITION OF EQUITY INTERESTS IN THE TARGET COMPANY

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

Quanzhou Huixin Micro-credit Co., Ltd.*

泉 州 匯 鑫 小 額 貸 款 股 份 有 限 公 司

(Established in the People's Republic of China with limited liability)

(Stock Code: 1577)

DISCLOSEABLE TRANSACTION

ACQUISITION OF EQUITY INTERESTS IN THE TARGET COMPANY

THE PROPOSED ACQUISITION

On 8 September 2017, after trading hours, the Company entered into the Sale and Purchase Agreements with each of the Vendors, pursuant to which the Company has agreed to acquire and the Vendors have agreed to sell, in aggregate, the Sale Shares for an aggregate consideration of approximately RMB172.5 million (equivalent to approximately HK$207.0 million), which was arrived at based on arm's length negotiations between the Company and each of the Vendors with reference to the audited net assets value of the Target Company as of 30 June 2017. The Sale Shares represent 47.9% of the equity interests in the Target Company as of the date of this announcement.

LISTING RULES IMPLICATIONS

As one or more applicable percentage ratios for the Proposed Acquisition under the Sale and Purchase Agreement are more than 5% but less than 25%, the Proposed Acquisition constitutes a discloseable transaction of the Company under Chapter 14 of the Listing Rules and is subject to the reporting and announcement requirements under Chapter 14 of the Listing Rules.

INTRODUCTION

On 8 September 2017, after trading hours, the Company entered into the Sale and Purchase Agreements with each of the Vendors, pursuant to which the Company has agreed to acquire and the Vendors have agreed to sell, in aggregate, the Sale Shares for an aggregate consideration of approximately RMB172.5 million (equivalent to approximately HK$207.0 million).

THE SALE AND PURCHASE AGREEMENTS

The principal terms of the Sale and Purchase Agreements are as follows: Date: 8 September 2017

Parties: (a) the Company (as purchaser)

(b) Jinjiang Anping Dock Development Limited* (晉江市安平碼 頭發展有限公司) (''Jinjiang Anping''), Quanzhou Weiweimao Food Development Limited* (泉州市威威貓食品發展有限公 司) (''Quanzhou Weiweimao'') and Fujian Guandaxing Holdings Group Limited* (福建冠達星控股集團有限公司)

(''Fujian Guandaxing'') (as vendors), which hold as to 9.0%, 9.0% and 29.9% of the equity interests in the Target Company, respectively, as of the date of this announcement (collectively, the ''Vendors'')

Subject matter of the Sale and Purchase Agreements:

The Sale Shares, representing 47.9% of the equity interests in the Target Company held by the Vendors in aggregate as of the date of this announcement

Consideration: An aggregate of approximately RMB172.5 million (equivalent to approximately HK$207.0 million)

The aggregate consideration was arrived at based on arm's length negotiations between the Company and each of the Vendors with reference to the audited net asset value of the Target Company as of 30 June 2017 (RMB319,799,742.1), based on its financial statements audited by a qualified independent PRC accounting firm appointed by the Target Company.

The aggregate consideration will be funded by internal resources of the Company and the net proceeds from the initial global offering of the Company in September 2016, which is in line with the use of proceeds as stated in the change in use of proceeds announcement of the Company dated 29 August 2017.

Payment terms: The relevant part of the consideration will be paid to each of the Vendors in cash in proportion to their respective equity interests in the Sale Shares under the Sale and Purchase Agreements in the following manner:

1. an aggregate amount of approximately RMB86.3 million (equivalent to approximately HK$103.5 million), representing 50% of the consideration, will be paid by the Company to the Vendors in cash within ten business days after obtaining the approval of the Bureau of Financial Affairs of Quanzhou City

   (泉州市金融工作局); and

2. the remaining amount of approximately RMB86.3 million (equivalent to approximately HK$103.5 million), representing the remaining 50% of the consideration, will be paid by the Company to the Vendors in cash within ten business days after the completion of the Industrial and Commercial Bureau registration in relation to the corresponding changes of equity holders.

Conditions precedent: Each of the Sale and Purchase Agreements is conditional upon the

necessary consents being obtained from approval of the Bureau of Financial Affairs of Quanzhou City.

Completion: Each of the Sale and Purchase Agreements shall become effective upon fulfillment of all conditions precedent of the corresponding Sale and Purchase Agreement, and shall be deemed to be completed upon completion of the registration and other relevant PRC regulatory filings in relation to the corresponding changes of equity holders.

The Sale and Purchase Agreements are not inter-conditional upon one another and are eligible to proceed to completion independent of one another.

To the best of the Directors' knowledge, information and belief having made all reasonable enquiries, as at the date of this announcement, the Target Company and each of the Vendors and its ultimate beneficial owner(s) are third parties independent of the Company and its connected persons (as defined in the Listing Rules).

REASONS FOR AND BENEFITS OF THE PROPOSED ACQUISITION

The Company is the largest licensed microfinance company in Fujian in terms of revenue in 2016, according to the Fujian Economic and Information Technology Commission. The Company is primarily dedicated to providing local entrepreneurial individuals, SMEs and microenterprises with practical and flexible short-term financing solutions to support their continued development and address their ongoing liquidity needs.

The management of the Target Company has built up a strong customer portfolio and established a wide county and town level customer network in Jinjiang. As such, the Directors believe that the Proposed Acquisition will allow the Company to gain access to the existing management team and customer base of the Target Company, further increase its market share and consolidate its leading position in Fujian.

On the basis of the above and having considered the terms of each of the Sale and Purchase Agreements, the Directors considered each of the Proposed Acquisitions are fair and reasonable, on normal commercial terms and in the interests of the Company and the Shareholders as a whole.

INFORMATION ABOUT THE TARGET COMPANY

The Target Company is a licensed microfinance company established in Jinjiang, Fujian Province on 21 March 2014 and its registered capital as of the date of this announcement is approximately RMB300.0 million (equivalent to approximately HK$360.0 million). The Target Company is primarily engaged in the business of providing micro and small loans to SMEs and microenterprises in Jinjiang.

Set out below are certain financial statements prepared in accordance with Chinese Accounting Standards for Business Enterprises of the Target Company for the years ended 31 December 2015 and 2016:

For the year ended 31 December

2016 RMB'000 (audited)	2015 RMB'000 (unaudited)
Turnover	41,465	40,475
Profit before taxation	50,125	3,570
Profit after taxation	38,098	2,677
As of 31 December
2016 RMB'000 (audited)	2015 RMB'000 (unaudited)
Total assets	348,838	306,517
Total liabilities	12,306	1,012