Theme International : COMPLETION OF SUBSCRIPTION OF NEW SHARES UNDER GENERAL MANDATE

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.

THEME INTERNATIONAL HOLDINGS LIMITED

(Incorporated in Bermuda with limited liability)

(Stock Code: 990)

COMPLETION OF SUBSCRIPTION OF NEW SHARES

UNDER GENERAL MANDATE

Reference is made to the announcements of the Company dated 20 January 2021, 22 January 2021 and 25 January 2021 (the "Announcements") in relation to the Subscription. Capitalised terms used in this announcement shall have the same meanings as those defined in the Announcements unless the context requires otherwise.

COMPLETION OF SUBSCRIPTION OF NEW SHARES UNDER GENERAL MANDATE

The Board is pleased to announce that the condition precedent of the Subscription set out in the Subscription Agreements has been fulfilled. As a result, completion of the Subscription took place and an aggregate of 815,000,000 new Shares were issued and allotted under the General Mandate to the Subscribers on 25 February 2021.

To the best of the knowledge, information and belief of the Directors, having made all reasonable enquiries, and save as disclosed in the Announcements, the Subscribers (and the ultimate beneficial owner of the Subscribers, if applicable) are third parties independent of the Company and its connected persons, and none of the Subscribers (and the ultimate beneficial owner of the Subscribers, if applicable) has become a substantial Shareholder as a result of the Subscription.

The net proceeds from the Subscription, after deducting related expenses, are approximately HK$196.3 million.

Pursuant to the information on shareholdings available to the Company as at the date of this announcement, the shareholding structure of the Company immediately before and immediately after completion of the Subscription is as follows:

Name of shareholder

As at the date of	Immediately after the
this announcement	completion of the Subscription
Number of Approximate	Number of Approximate
Shares % (Note 1)	Shares % (Note 1)

You Zhenhua (Note 1)	8,445,367,176	71.32	8,445,367,176	66.73
Subscribers	20,050,000	0.17	835,050,000	6.60
Other public
shareholders	3,375,927,455	28.51	3,375,927,455	26.67
Total:	11,841,344,631	100	12,656,344,631	100
Notes:

1. According to the disclosure of interests published on the website of the Stock Exchange:

These 8,445,367,176 Shares comprise (i) 8,441,527,176 Shares held and owned by Wide Bridge Limited ("Wide Bridge"); and (ii) 3,840,000 Shares directly held and owned by Mr. You Zhenhua ("Mr. You"). Mr. You indirectly holds 100% interest in Wide Bridge. According to SFO, Mr. You is deemed to be interested in the Shares held by Wide Bridge.

By order of the Board Theme International Holdings Limited

Wu Lei

Executive Director

Hong Kong, 25 February 2021

As at the date of this announcement, there are (i) three Executive Directors, namely Mr. Jiang Jiang, Mr. Wu Lei and Ms. Chen Jing; (ii) one Non-Executive Director, namely Mr. Kang Jian; and (iii) three Independent Non-Executive Directors, namely Mr. Liu Song, Mr. Chan Chi Ming, Tony and Mr. Wu Shiming.