Bay Area Gold : (1)EFFECTIVE DATE OF THE PROPOSED CAPITAL REORGANISATION AND CHANGE IN BOARD LOT SIZE; AND (2)ADJUSTMENT TO CONVERSION PRICE OF THE CONVERTIBLE BONDS

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Bay Area Gold Group Limited

灣區黃金集團有限公司

(Incorporated in the Cayman Islands and continued in Bermuda with limited liability)

(Stock Code: 1194)

1. EFFECTIVE DATE OF THE PROPOSED CAPITAL REORGANISATION AND CHANGE IN BOARD LOT SIZE; AND
2. 1. ADJUSTMENT TO CONVERSION PRICE

OF THE CONVERTIBLE BONDS

References are made to the circular of Bay Area Gold Group Limited (the "Company") dated 21 July 2020 (the "Circular") and poll results announcement of the special general meeting of the Company dated 6 August 2020. Unless otherwise defined, terms defined in the Circular shall have the same meanings when used in this announcement.

CAPITAL REORGANISATION

The Board is pleased to announce that all the conditions precedent to the Capital Reorganisation have been fulfilled and the Capital Reorganisation has become effective on Monday, 10 August 2020. Shareholders may on or after Monday, 10 August 2020 and until Tuesday, 15 September 2020, (both dates inclusive) submit their existing share certificates (in light yellow colour) for the Existing Shares to the Registrar for exchange for new share certificates (in red colour) for the Adjusted Shares at the expense of the Company.

CHANGE IN BOARD LOT SIZE

Upon the Capital Reorganisation becoming effective, the board lot size for trading in the Shares will be changed from 10,000 Existing Shares to 4,000 Adjusted Shares. Please refer to the expected timetable set out in the Circular for details of the trading arrangement.

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ADJUSTMENT TO CONVERSION PRICE OF CONVERTIBLE BONDS

Under the terms and conditions of the Convertible Bonds, if and whenever there shall be an alteration to the nominal value of the Shares as a result of consolidation, subdivision or reclassification, the conversion price of the Convertible Bonds shall be adjusted by multiplying the conversion price in force immediately before such alteration by the revised nominal amount and dividing the result by the former nominal amount. Such adjustment shall be effective on the date the alteration takes effect. Based on the conversion price of HK$0.071 per Existing Share and upon the Capital Reorganisation has become effective on Monday, 10 August 2020, the conversion price will be adjusted to HK$1.42 per Adjusted Share and the outstanding Convertible Bonds in the principal amount of HK$302,678,131 will be convertible into 213,153,613 Adjusted Shares. Such adjustment has been certified by the Company's auditors.

By Order of the Board

Bay Area Gold Group Limited

Yi Shuhao

Chairman

Hong Kong, 10 August 2020

As at the date of this announcement, the Board comprises Mr. Yi Shuhao, Mr. Chen Sheng, Mr. Zhang Lirui, Mr. Wang Baozhi and Mr. Huang Zhiwei as Executive Directors; Mr. Hsu Jing-Sheng as a Non-Executive Director; Ms. Wong Chi Yan, Professor Xiao Rong Ge and Professor Zhang Tianyu as Independent Non-Executive Directors.

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