Ascletis Pharma Inc. — Capital/Financing Update 2013

Sep 8, 2013

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited takes no responsibility for the contents of this announcement, makes 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.

世界(集團)有限公司 WORLD HOUSEWARE (HOLDINGS) LIMITED

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 713)

DISCLOSEABLE TRANSACTION CONSTRUCTION CONTRACT

The Board is pleased to announce that on 8 September 2013, South China, a wholly owned subsidiary of the Company has entered into the Construction Contract with China Zhejiang Construction for the Construction Works on the Premises for the operation of a business for the recycling and manufacturing of food waste. The contract sum for the Construction Works is HK\$25,805,301, it will be financed by the reallocation of internal resources and bank borrowings reserve of World Houseware Producing, another wholly owned subsidiary of the Company.

The entering into of the Construction Contract constitutes a discloseable transaction for the Company and is therefore subject to the announcement requirement under Chapter 14 of the Listing Rules.

PRINCIPAL TERMS OF THE CONSTRUCTION CONTRACT

Date

8 September 2013

Parties

• South China; and $(a)$
• (b) China Zhejiang Construction, a company incorporated in Hong Kong with limited liability.

Having made all reasonable enquiries to the best of the Directors' knowledge, information and belief, China Zhejiang Construction and its ultimate beneficial owner(s) are independent third parties not connected with the Company and its connected persons (as defined in the Listing Rules). The principal business activities of China Zhejiang Construction are construction of buildings and civil engineering works.

Scope of the Construction Works

The scope of the Construction Works shall include, but not limited to the construction on the Premises: (i) the first factory building; (ii) the emergency vehicle access; and (iii) all the external works around the building( $s$ ).

Duration of the Construction Works

It would be approximately 180 days and is expected to be completed in around first quarter of 2014.

Contract sum and payment method

The contract sum for the Construction Works is HK\$25,805,301 in cash. The consideration of which was based on the work as specified in the tender conducted by South China for this purpose. The contract sum shall be payable at monthly interval in accordance with the progress of the Construction Works as agreed under the Construction Contract.

It is expected that the amount of the contract sum will be financed by the reallocation of internal resources of the Company and the existing bank borrowings reserve of World Houseware Producing, another wholly owned subsidiary of the Company.

China Zhejiang Construction will provide a guarantee of HK\$5,000,000 to South China as a surety bond for any breach of its obligations under any term of the Construction Contract.

REASONS FOR ENTERING INTO OF THE CONSTRUCTION CONTRACT

Reference is made to the announcement of the Company on 12 October 2012 relating to the grant of a legally binding lease of the Premises by the Chief Executive on behalf of the Government of Hong Kong to South China for the operation of a business for the recovery and/or recycling and/or reprocessing of food waste. The Construction Contract relates to the Construction Works by South China on the Premises.

The Directors consider that the terms of the Construction Contract are fair and reasonable and is in the interests of the Company and its Shareholders as a whole.

LISTING RULES IMPLICATION

The entering into of the Construction Contract constitutes a discloseable transaction for the Company and is therefore subject to the announcement requirement under Chapter 14 of the Listing Rules.

GENERAL

The Group is principally engaged in the design, manufacture and marketing of PVC and fabric household products, PVC pipes and fittings and property investment.

South China is engaged in the manufacturing of PVC and fabric household products and operating recycling and reborn resources related business.

In this announcement, the following expressions shall have the following meanings unless the context requires otherwise:

"Board"	the board of Directors
"China Zhejiang Construction"	China Zhejiang Construction Group (H.K.) Limited, a company incorporated in Hong Kong with limited liability
"Company"	World Houseware (Holdings) Limited, a company incorporated in the Cayman Islands and whose shares are listed in the Stock Exchange
"Construction Contract"	the contract entered between South China and China Zhejiang Construction on 8 September 2013 for the Construction Work on the Premises.
"Construction Works"	the construction works to be carried out on in accordance with the terms of the tender document issued by South China
"Directors"	the existing directors of the Company
"Group"	the Company and its subsidiaries
"Hong Kong"	the Hong Kong Special Administrative Region of the PRC
"Listing Rules"	the Rules Governing the Listing of Securities on the Stock Exchange
"PRC"	The People's Republic of China
"Premises"	All that piece of ground situate at Area 38 Tuen Mun, New Territories, Hong Kong comprising an area of 8,500 square metres or thereabouts, which said Area 38 Tuen Mun was allocated to the Director of Protection Environmental under Government Land Allocation. $[(No.TM425)]$ to be used for the purpose of a resource recovery park
"Shareholders"	shareholders of the Company

$\label{eq:3.1} \begin{array}{ccccc} \mathcal{U} & & & \ & & \ddots & & \ & & & \ddots & \ & & & & \ddots \end{array}$

$\overline{4}$

"Stock Exchange"	The Stock Exchange of Hong Kong Limited
"South China"	South China Reborn Resources (Zhongshan) Company Limited (華南再 生資源 (中山) 有限公司) is a company incorporated in PRC which is wholly owned subsidiary of the Company
"World Houseware Producing"	World Houseware Producing Company Limited (世界家庭用具製品廠 有限公司) incorporated in Hong Kong with limited liability, which is wholly owned subsidiary of the Company
"HK\$"	Hong Kong dollars, the lawful currency of Hong Kong

By Order of the Board Lee Tat Hing Chairman

$\tilde{\psi}$

Hong Kong, 8 September 2013

As at the date of this announcement, the executive directors of the Company are Mr. Lee Tat Hing, Madam Fung Mei Po, Mr. Lee Chun Sing, Mr. Lee Pak Tung, Madam Chan Lai Kuen Anita and Mr. Lee Kwok Sing Stanley; the non-executive directors of the Company are Mr. Cheung Tze Man Edward and Mr. Wong Woon Chung Jonathan; the independent non-executive directors of the Company are Mr. Tsui Chi Him Steve, Mr. Hui Chi Kuen Thomas, Mr. Ho Tak Kay and Mr. Shang Sze Ming.