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Tongjitang Chinese Medicines Company Enters into Share Transfer Agreement
Date:9/28/2010

acturing, marketing and selling of modernized traditional Chinese medicine in China, today announced that the Company has entered into a share transfer agreement with Guizhou Huixian Investment Management Company Limited (the "Buyer") to sell 100% of the equity interest in Guizhou Tongjitang Asset Management Company Limited (the "Asset Management Co."), which holds Guizhou Tongjitang Pharmaceutical Distribution Co., Ltd., Guizhou Tongjitang Pharmacy Chain Stores Co., Ltd. and a 95% equity interest in Gui Liquor Co., Ltd. ("Gui Liquor"), for a total cash consideration of RMB259.3 million. Additionally, the Buyer will release Guizhou Tongjitang Pharmaceutical Co. Ltd. ("Tongjitang Pharmaceutical"), the Company's wholly owned subsidiary, from its obligation to guarantee RMB105.0 million of Gui Liquor's bank loans.

Pursuant to the share transfer agreement, the purchase price will be payable in four installments of 5%, 5%, 45% and 45%, respectively. As of the date of this announcement, the Company has received the first installment of RMB13.0 million from the Buyer. The Buyer will be entitled to conduct due diligence within 60 days of the first payment, after which all parties involved will work together to obtain the approval and amend the registration in order to change the shareholder of Asset Management Co. to the Buyer. The second installment of the consideration will become payable within seven days after the completion of the amendment to the registration.

Within 15 days after completing the amendment to the registration, the Buyer will be obligated to release Guizhou Tongjitang from its obligation to guarantee RMB105.0 million of Gui Liquor's bank loans. The third and fourth installments of the consideration will be due June 30, 2011 and December 31, 2011, respectively, subject to the satisfaction of certain conditions.

Xiaochun Wang, Tongjitang's Chief Executive Officer and Chairman of the Board of Directors,
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SOURCE Tongjitang Chinese Medicines Company
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