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M.L.S. postponed resumption of mergers and acquisitions of overseas assets LED proposed reorganization

Planning a major reorganization of assets due to suspension of nearly 1 months M.L.S. Disclosure Notice on the evening of August 9th, because of this major asset restructuring involves overseas assets due diligence for a longer period of time, and to the competent departments of Commerce, development and Reform Commission, foreign exchange management departments have the right department approval and registration, the restructuring program is still further proof, perfect in the company's stock cannot be scheduled in August 15, 2016 to resume trading and disclosure of the restructuring plan. Upon application, the company's shares will be August 15, 2016 opening date to continue the suspension.

Announcement shows that the main transaction of this major asset restructuring to each other as Yiwu harmonious mingsum equity investment partnership (limited partnership) (hereinafter referred to as "harmonious mingsum"), the partnership for excellence and harmony of Zhuhai Linsen Investment Center (limited partnership) (hereinafter referred to as the "harmony of excellence"), the number of harmonious Hao investment management state owned capital operation center (Beijing) Co. Ltd., Yiwu city set up a joint venture. Harmony and excellence as a partner in the implementation of harmonious core. After the completion of this transaction, the company is expected to hold a more than 5% stake in the listed company is expected to be a major reorganization of assets to constitute related party transactions.

The major asset restructuring of the target company harmonious mingsum (Yiwu) Photoelectric Technology Co. Ltd. (hereinafter referred to as "mingsum photoelectric") is a Special Purpose Company (SPV), itself is not the actual business, the SPV Target Corp intends to buy 100% of the transaction to shareholders of the Target Corp's equity. This transaction is LEDVANCEGmbH (a Target Corp under German law established enterprises (LEDVANCELLC), a company established under the laws of the United States (LEDVANCEGmbH) and LEDVANCELLC hereinafter collectively referred to as LEDVANCE), LEDVANCE main LED lighting business. The transaction intends to take the issue of shares and payment of cash to buy assets, the specific program has not yet been determined.

At present, the company has been the core of the company and the core of the shareholders of the company has been signed a memorandum of cooperation in the light of the memorandum of cooperation, is on the refinement of the transaction plan for further consultation and communication. Hired independent financial advisers, law firms, audit institutions are studying the demonstration, to promote the specific program of major asset restructuring. Due diligence and audit work in progress. The parties confirm that, in this transaction, the underlying assets of SPV acquisition of Target Corp LEDVANCE100% equity matters Chinese acquisitions of overseas enterprises, to the competent departments of Commerce, development and Reform Commission, foreign exchange management departments have the right department approval and registration, the transaction is not to have the right to advance approval stage.

During the suspension, the company and the parties concerned will accelerate the work of this major asset restructuring. Company's commitment to fight a major asset restructuring plan in accordance with the disclosure requirements in September 15, 2016 before (or report). If the company fails to disclose a significant asset restructuring plan (or report) within the time limit, the company will determine whether to apply for an extension of the resumption of the Shenzhen Stock Exchange on the basis of major asset restructuring.

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