– 1 –

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.

China Regenerative Medicine International Limited中國再生醫學國際有限公司

(Incorporated in the Cayman Islands with limited liability)(Stock Code: 8158)

(1) COMPLETION OF THE DISPOSAL OF DEBT RECEIVABLES AND ASSOCIATED SECURITY PACKAGE; AND

(2) DISCLOSEABLE TRANSACTION — LEASE AGREEMENTS

Completion of the disposal of Debt Receivables and Associated Security Package

The Board is pleased to announce that, the Company has received full payment and completion deliverables from the Transferee in accordance with the terms of the Sale and Purchase Agreement and the disposal of the Debt Receivables and the associated Security Package announced by the Company on 22 November 2016 completed on 12 January 2017.

The Lease Agreements

The Board further announces that, on the same day as contemplated under the Framework Agreements, the Transferor (as the Lessee), a wholly-owned subsidiary of the Company, entered into two Lease Agreements with each of Longzhu Hospital and Hezheng Jinhu (as the Lessors) for 8 years’ leases (which rental the Lessee is not required to pay) of an approximately 3,000 square meters gross floor area property located inside Longzhu Hospital in Shenzhen, PRC and an approximately 5,000 square meters gross floor area property located in the Hezheng Jinhu Yiyuan commercial area in Luohu District of Shenzhen, PRC. Further details of the leases are described below.

Financial Effects of the Lease Agreements on the Disposal

In view of the above, the Group expects to recognise a further gain arising from the disposal of the Debt Receivables and the associated Security Package which equals to the fair value of the Lease Agreements to be determined by an independent valuer engaged by the Group to conduct valuation on the Lease Agreements.

– 2 –

Listing Rules Implications

As the highest of the applicable percentage ratios with respect to the estimated maximum fair value of the Lease Agreements (on an aggregated basis) is more than 5% but less than 25%, the entry into of the Lease Agreements constitutes a discloseable transaction of the Company under Chapter 19 of the GEM Listing Rules and is subject to the reporting and announcement requirements under Chapter 19 of the GEM Listing Rules.

COMPLETION OF THE DISPOSAL OF THE DEBT RECEIVABLES AND ASSOCIATED SECURITY PACKAGE

Reference is made to the announcement of the Company dated 22 November 2016 (“Announcement”) in relation to the disposal of the Debt Receivables and the associated Security Package by the Group to the Transferee. Unless specified otherwise, terms defined under the Announcement have the same meaning when use herein.

The Board is pleased to announce that, the Company has received full payment and completion deliverables from the Transferee in accordance with the terms of the Sale and Purchase Agreement and the disposal of the Debt Receivables and the associated Security Package announced by the Company on 22 November 2016 completed on 12 January 2017.

ENTRY INTO OF THE LEASE AGREEMENTS

The Board further announces that, on the same day, the Transferor (as the Lessee), a wholly-owned subsidiary of the Company, entered into two Lease Agreements with each of Longzhu Hospital and Hezheng Jinhu (as the Lessors) as contemplated under the Framework Agreements. Pursuant to the Longzhu Lease Agreement, Longzhu Hospital will rent to the Transferor an area of approximately 3,000 square meters gross floor area inside Longzhu Hospital in Shenzhen, PRC for the Group to establish an ophthalmic clinic and pursuant to the Jinhu Lease Agreement, Hezheng Jinhu will rent to the Transferor an area of approximately 5,000 square meters gross floor area located in the Hezheng Jinhu Yiyuan commercial area in Luohu District of Shenzhen, PRC for the Group to set up a specialist hospital. Save for the identity of the Lessors, the location of the premises that are the subject of the leases and the profit-sharing arrangement under the Jinhu Lease Agreement, the principal terms of the Lease Agreements are substantially the same.

– 3 –

The Lease Agreements

Principal terms of the Lease Agreements are set out as below:

Date: 12 January 2017

Parties: Lessee under the Lease Agreements: Shaanxi Reshine Biotech Co. Ltd.* (陝西瑞盛生物科技有限公司 ), a wholly-owned subsidiary of the Company and principally engaged in the research and development of biological technology related products in the PRC.

Lessor under the Longzhu Lease Agreement: Longzhu Hospital, a general hospital located in Nanshan District, Shenzhen, PRC.

Lessor under the Jinhu Lease Agreement: Hezheng Jinhu, an associate of the Transferee and is principally engaged in investment in industrial business, domestic commerce and trading, real estate development and lease of property.

Each of the Lessors and its ultimate beneficial owners is an Independent Third Party.

Premises and leasable area: Under the Longzhu Lease Agreement: inside Longzhu Hospital in Shenzhen, PRC with a leasable area of approximately 3,000 square meters gross floor area.

Under the Jinhu Lease Agreement: inside the Hezheng Jinhu Yiyuan commercial area in Luohu District of Shenzhen, PRC with a leasable area of approximately 5,000 square meters gross floor area.

Lease term: The Lease Agreements have an initial term of eight years, commencing from the day when the relevant site is properly renovated in accordance with the terms of the relevant Lease Agreements.

The term of the lease may be renewed by the Lessee for an additional seven years upon expiry of the initial lease term. During the term of the leases, the Lessee has the right to sublease part or all of the leased area to another party for a rent to be determined by the Lessee as the sublessor and the sublessee then.

– 4 –

Rental: Under the Lease Agreements, the Lessee is not required to pay the rent for the use the leased premises during the initial eight years of the leases. Rental for the renewed term will be determined by the parties by reference to the then prevailing market rate subject to further negotiation and agreement of the parties.

Termination: The Lessee is entitled to terminate either of the Lease Agreements in case there is any default by the Lessors or any third party. In that case, the relevant Lessor is required to compensate the Lessee an amount equals to the residual value of the renovation of that leased property to the extent paid by the Lessee as determined by the auditors to be jointly engaged by the relevant Lessor and the Lessee.

The Lessors are entitled to terminate the Lease Agreements in case any amount payable by the Lessee is overdue for more than 60 days (but the Lessors are not allowed to terminate on this basis within the first eight years of the Lease Agreements) or there is any violation of laws or regulations with respect to the use of the leased area. In that case, under the Jinhu Lease Agreement, the Lessee is required to compensate Hezheng Jinhu the residual value of the basic renovation of the leased area to the extent paid for by Hezheng Jinhu and the expenses incurred by Hezheng Jinhu to terminate the lease agreement currently in existence as of the date of this announcement.

Under the Jinhu Lease Agreement, Hezheng Jinhu is entitled to 49% of the audited net profit (after tax) arising from the operation of the leased area during the term of the Jinhu Lease Agreement (for the avoidance of doubt, including the first eight years of the Jinhu Lease Agreement during which period the Lessee is not required to pay the rent). Such net profit is to be determined by the auditors to be appointed by Hezheng Jinhu and the Lessee jointly.

– 5 –

Background and Reasons for and Benefits of the entry into of the Lease Agreements

The Company is an investment holding company. The principal activities of its subsidiaries are the research and development of bio-medical and healthcare products, and medical techniques; the provision of the production and sales of tissue engineering products and its related by-products; as well as sales and distribution of medical products and equipment. As disclosed in the Announcement, the Group entered into the Framework Agreements with, among other parties, the Transferee on 22 November 2016 with a view to, through the in-principle cooperative arrangements then contemplated under the Framework Agreements, establish an ophthalmic clinic inside Longzhu Hospital and a specialist hospital specialising in skin grafting and stem cell transplantation related operations in a site to be identified in Luohu District of Shenzhen, PRC.

Given the favourable terms of the Lease Agreements and the possible cooperation between the Group and Longzhu Hospital in the future, the Directors remain the opinion that such arrangement may provide more opportunity to future develop the distribution channels for the Group’s products through Longzhu Hospital and the specialist hospital to be established by the Group. In addition, the Group expects to recognise a further gain arising from the disposal of the Debt Receivables and the associated Security Package which equals to the fair value of the Lease Agreements to be determined by an independent valuer engaged by the Group to conduct valuation on the Lease Agreements.

In view of the above, the Directors consider that entering into of the Lease Agreements is consistent with the long-term development goals of the Company, and that the terms of the Lease Agreements are fair and reasonable and in the interests of the Company and its shareholders as a whole.

Implications under the GEM Listing Rules

As the highest of the applicable percentage ratios with respect to the estimated maximum fair value of the Lease Agreements (on an aggregated basis) is more than 5% but less than 25%, the entry into of the Lease Agreements constitutes a discloseable transaction of the Company under Chapter 19 of the GEM Listing Rules and is subject to the reporting and announcement requirements under Chapter 19 of the GEM Listing Rules.

– 6 –

DEFINITION

“associate” having the meaning ascribed to it in the GEM Listing Rules

“Board” the board of Directors

“Business Day” any day other than a statutory holiday or public holiday in the PRC

“Company” China Regenerative Medicine International Limited, the shares of which are listed on the Growth Enterprise Market of the Stock Exchange (stock code: 8158)

“Director(s)” the director(s) of the Company

“GEM Listing Rules” the Rules Governing the Listing of Securities on the Growth Enterprise Market of the Stock Exchange

“Group” the Company and its subsidiaries

“Hezheng Jinhu” Shenzhen He Zheng Jin Hu Investment Co,, Ltd.* (深圳市合正錦湖投資有限公司 ), a company incorporated in the PRC and an associate of the Transferee

“Independent Third Party” to the best of the Directors’ knowledge, information and belief having made all reasonable enquiry, third party independent of the Company and its connected persons as defined under the GEM Listing Rules

“Jinhu Lease Agreement” the lease agreement and a supplemental agreement both dated 12 January 2017 entered into by the Lessor and the Lessee in relation to the lease of an area of approximately 5,000 square meters gross floor area inside the Jinhu Yiyuan commercial area located in Luohu District of Shenzhen, PRC

“Lease Agreements” collectively the Longzhu Lease Agreement and the Jinhu Lease Agreement

“Lessors” collectively, Longzhu Hospital and Hezheng Jinhu

“Longzhu Hospital” Shenzhen Longzhu Hospital* ( 深圳龍珠醫院 )

– 7 –

“Longzhu Lease the lease agreement and a supplemental agreement both dated Agreement” 12 January 2017 entered into by the Lessor and the Lessee in

relation to the lease of an area of approximately 3,000 square meters gross floor area inside Longzhu Hospital

“PRC” the People’s Republic of China

“RMB” Renminbi, the lawful currency of the PRC

“Stock Exchange” The Stock Exchange of Hong Kong Limited

“Transferee” Shenzhen He Zheng Hui Yuan Investment Co., Ltd.* (深圳市合正滙遠投資有限公司), a company incorporated in the PRC

“Transferor” or “Lessee” Shaanxi Reshine Biotech Co. Ltd.* (陝西瑞盛生物科技有限公司), a company incorporated in the PRC and a wholly-owned subsidiary of the Company

By Order of the Board China Regenerative Medicine International Limited Wong Sai Hung Executive Director

Hong Kong, 12 January 2017

As at the date of this announcement, the executive Directors are Mr. Wong Sai Hung and Mr. Shao Zhengkang; the non-executive Director is Professor Cui Zhanfeng; and the independent non-executive Directors are Mr. Lui Tin Nang, Mr. Pang Chung Fai Benny, Mr. Chan Bing Woon, SBS, JP and Mr. Wang Hui.

This announcement, for which the Directors collectively and individually accept full responsibility, includes particulars given in compliance with the GEM Listing Rules for the purpose of giving information with regard to the Company. The Directors, having made all reasonable enquiries, confirm that, to the best of their knowledge and belief the information contained in this announcement is accurate and complete in all material respects and not misleading or deceptive, and there are no other matters the omission of which would make any statement herein or this announcement misleading.

This announcement will remain on the “Latest Company Announcement” page of the GEM website at www.hkgem.com for at least seven days from the date of the publication and will be published on the website of the Company at www.crmi.hk.

* For identification purposes only