On September 10, 2012, ChinaNet Online Holdings, Inc. (the "Company"), through its subsidiary Business Opportunity Online (Hubei) Network Technology Co., Ltd., a People's Republic of China company (the " Business Opportunity Online Hubei"), entered into an equity transfer agreement (the "Agreement") with Sou Yi Lian Mei Network Technology (Beijing) Co. Ltd., a People's Republic of China company (the "SouYi"), and Liu Yihong, a People's Republic of China citizen (Liu being the "Transferor"), to acquire 49% of the equity interests (the "Equity") of SouYi owned by the Transferor. The Company owns 51% of the equity interests of SouYi. SouYi is based in Beijing, China, and its primary business relates to online advertising and marketing.

Pursuant to this Agreement, the Company will acquire the Equity from the Transferor for total consideration in the amount of RMB 41 million (approximately US$ 6.5 million) in cash (the "Purchase Price"). The Company will pay the Purchase Price in four installments as follows: (i) RMB 8 million (approximately $1.3 million) of the Purchase Price will be paid within 5 business days of signing of the Agreement; (ii) RMB 10 million (approximately $1.6 million) will be paid on September 20, 2012; (iii) RMB 10 million (approximately $ 1.6 million) will be paid upon closing (as discussed below); and (iv) the remaining RMB 13 million (approximately $2.1 million) of the Purchase Price will be paid within 15 days of closing.

The closing of the transaction contemplated by this Agreement shall take place within 15 business days following the satisfaction or waiver of conditions precedent to closing as set forth in the Agreement, including, but not limited to, completion of the formalities of amendment of registration with administration for industry and commerce with respect to SouYi's articles of association and changes in SouYi's board of directors. Upon consummation of the equity transfer described above, SouYi will become a wholly-owned subsidiary of the Company.

The foregoing description does not purport to be a complete statement of the parties' rights and obligations under the Equity Transfer Agreement or the transaction contemplated thereby or a complete explanation of the material terms thereof. The foregoing description is qualified in its entirety by reference to the English translation of the Equity Transfer Agreement attached hereto as Exhibit 10.1.

(a) Financial statements of businesses acquired.

Any financial statements that may be required to be filed as an exhibit to this Form 8-K will be filed by amendment to this Form 8-K as soon as practicable, but not later than 71 calendar days after the date that this Form 8-K must be filed with the Securities and Exchange Commission ("SEC").

(b) Pro forma financial information.

Any pro forma financial information that may be required to be filed as an exhibit to this Form 8-K will be filed by amendment to this Form 8-K as soon as practicable, but not later than 71 calendar days after the date that this Form 8-K must be filed with the SEC.

(d) Exhibits.

No.            Description
10.1           English Translation of the Equity Transfer Agreement by and among
               Business Opportunity Online (Hubei) Network Technology Co., Ltd.,
               Liu Yihong and Sou Yi Lian Mei Network Technology (Beijing) Co.,
               Ltd., dated September 10, 2012.