Brockman Mining Limited — Interim / Quarterly Report 2012

Aug 23, 2012

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.

==> picture [66 x 73] intentionally omitted <==

WONG’S INTERNATIONAL (HOLDINGS) LIMITED 王氏國際（集團）有限公司[*]

(Incorporated in Bermuda with limited liability)

(Stock Code: 99)

INTERIM RESULTS FOR THE SIX MONTHS ENDED 30 JUNE 2012

The board of directors (the “Board” or “Directors”) of Wong’s International (Holdings) Limited (the “Company”) is pleased to announce the unaudited condensed consolidated results of the Company and its subsidiaries (the “Group”) for the six months ended 30 June 2012 as follows:

CONDENSED CONSOLIDATED INTERIM INCOME STATEMENT

FOR THE SIX MONTHS ENDED 30 JUNE 2012

Note Revenue 2 Other income 3 Changes in inventories of finished goods and work in progress Raw materials and consumables used Employee benefit expense Depreciation and amortisation charges Other operating expenses Change in fair value of investment properties Other (losses)/gains – net 4 Operating profit Finance income Finance costs Share of profit of associates Share of loss of jointly controlled entities Profit before income tax Income tax expense 5 Profit after tax	Unaudited As restated (Note 1) 2012 2011 HK$’000 HK$’000 1,633,147 1,889,685 6,763 14,885 3,340 (33,890) (1,286,460) (1,465,619) (198,794) (192,436) (18,456) (22,010) (110,185) (118,574) 7,500 6,010 (4,094) 15,362 32,761 93,413 5,254 3,501 (3,122) (4,226) – 93 (49) (178) 34,844 92,603 (6,438) (16,412) 28,406 76,191	Unaudited As restated (Note 1) 2012 2011 HK$’000 HK$’000 1,633,147 1,889,685 6,763 14,885 3,340 (33,890) (1,286,460) (1,465,619) (198,794) (192,436) (18,456) (22,010) (110,185) (118,574) 7,500 6,010 (4,094) 15,362 32,761 93,413 5,254 3,501 (3,122) (4,226) – 93 (49) (178) 34,844 92,603 (6,438) (16,412) 28,406 76,191
		(33,890) (1,465,619)
		(192,436) (22,010) (118,574) 6,010 15,362 93,413 3,501 (4,226) 93 (178) 92,603 (16,412) 76,191

– 1 –

Note Profit attributable to owners of the Company Non-controlling interests Dividends 6 Earnings per share attributable to owners of the Company during the period Basic earnings per share 7 Diluted earnings per share 7	Unaudited As restated (Note 1) 2012 2011 HK$’000 HK$’000 28,370 76,191 36 – 28,406 76,191 11,894 16,550 HK$0.06 HK$0.16 HK$0.06 HK$0.16	Unaudited As restated (Note 1) 2012 2011 HK$’000 HK$’000 28,370 76,191 36 – 28,406 76,191 11,894 16,550 HK$0.06 HK$0.16 HK$0.06 HK$0.16
		76,191
		16,550
		HK$0.16
		HK$0.16

– 2 –

CONDENSED CONSOLIDATED INTERIM STATEMENT OF COMPREHENSIVE INCOME FOR THE SIX MONTHS ENDED 30 JUNE 2012

Profit for the period Other comprehensive income: Currency translation differences Changes in fair value of available-for-sale financial assets Surplus on revaluation of property transferred from owner-occupied property to investment property Other comprehensive income for the period, net of tax Total comprehensive income for the period Attributable to: Owners of the Company Non-controlling interests Total comprehensive income for the period	Unaudited As restated (Note 1) 2012 2011 HK$’000 HK$’000 28,406 76,191 (14,331) 11,412 41,817 – 500 – 27,986 11,412 56,392 87,603 56,305 87,603 87 – 56,392 87,603	Unaudited As restated (Note 1) 2012 2011 HK$’000 HK$’000 28,406 76,191 (14,331) 11,412 41,817 – 500 – 27,986 11,412 56,392 87,603 56,305 87,603 87 – 56,392 87,603
		11,412
		87,603
		87,603 –
		87,603

– 3 –

CONDENSED CONSOLIDATED INTERIM BALANCE SHEET

Note ASSETS Non-current assets Property, plant and equipment Investment properties Leasehold land and land use rights Investments in associates Investments in jointly controlled entities Intangible assets Available-for-sale financial assets Deferred income tax assets Current assets Inventories Trade receivables 8 Prepayments, deposits and other receivables Amounts due from associates Financial assets at fair value through profit or loss Current income tax recoverable Cash and cash equivalents Total assets	Unaudited As at 30 June 2012 HK$’000 257,067 54,600 6,615 6,993 341,751 2,048 98,016 15,904 782,994 397,980 751,374 98,352 27,882 2,414 4,338 699,758 1,982,098 2,765,092	Audited As restated (Note 1) As at 31 December 2011 HK$’000 263,124 46,600 6,832 6,993 301,008 – 56,199 15,866 696,622 348,932 804,638 46,378 27,847 – 1,980 681,432 1,911,207 2,607,829

– 4 –

Note EQUITY Equity attributable to owners of the Company Share capital Other reserves Retained earnings – Dividends – Others Non-controlling interests Total equity LIABILITIES Current liabilities Trade payables 9 Accruals and other payables Amount due to an associate Current income tax liabilities Borrowings Total liabilities Total equity and liabilities Net current assets Total assets less current liabilities

Unaudited Audited As restated (Note 1) As at 30 June As at 31 December 2012 2011 HK$’000 HK$’000 47,577 47,308 568,042 536,795 11,894 18,979 834,663 820,584 1,462,176 1,423,666 (575) (666) 1,461,601 1,423,000 741,318 619,419 203,028 231,932 3,183 3,183 9,465 19,437 346,497 310,858 1,303,491 1,184,829 2,765,092 2,607,829 678,607 726,378 1,461,601 1,423,000

– 5 –

NOTES:

1. BASIS OF PREPARATION

This unaudited condensed consolidated interim financial information (“Interim Financial Information”) for the six months ended 30 June 2012 has been prepared in accordance with Hong Kong Accounting Standard (“HKAS”) 34, ‘Interim financial report’ issued by the Hong Kong Institute of Certified Public Accountants (“HKICPA”) and Appendix 16 of the Rules Governing the Listing of Securities on the Main Board of The Stock Exchange of Hong Kong Limited. The Interim Financial Information should be read in conjunction with the annual financial statements for the year ended 31 December 2011, which have been prepared in accordance with Hong Kong Financial Reporting Standards (“HKFRSs”).

This Interim Financial Information has been prepared under the historical cost convention, as modified by the revaluation of available-for-sale financial assets, financial assets and financial liabilities (including derivative instruments) at fair value through profit or loss and investment properties, which are carried at fair value.

In December 2010, the HKICPA amended HKAS 12, ‘Income taxes’, to introduce an exception to the principle for the measurement of deferred tax assets or liabilities arising on an investment property measured at fair value. HKAS 12 requires an entity to measure the deferred tax relating to an asset depending on whether the entity expects to recover the carrying amount of the asset through use or sale. The amendment introduces a rebuttable presumption that an investment property measured at fair value is recovered entirely by sale. The amendment is applicable retrospectively to annual periods beginning on or after 1 January 2012 with early adoption permitted.

The Group has adopted this amendment retrospectively for the financial period ended 30 June 2012 and the effects of adoption are disclosed as follows.

The Group has investment properties measured at their fair values totalling HK$46,600,000 as of 1 January 2012. As required by the amendment, the Group has re-measured the deferred tax relating to these investment properties amounting to HK$46,600,000 according to the tax consequence on the presumption that they are recovered entirely by sale retrospectively. The comparative figures for 2011 have been restated to reflect the change in accounting policy, as summarised below.

policy, as summarised below.
	As at		As at
	30 June	31 December
	2012		2011
	HK$’000	HK$’000
Effect on consolidated balance sheet
Decrease in deferred tax liabilities	9,010		7,772
Increase in retained earnings	9,010		7,772
	For the six	months
	ended 30	June
	2012		2011
	HK$’000	HK$’000
Effect on consolidated income statement
Decrease in income tax expense	1,238		992
Increase in net profit attributable to owners of the company	1,238		992
Increase in basic earnings per share	HK0.26 cents	HK0.21	cents
Increase in diluted earnings per share	HK0.26 cents	HK0.21	cents

Except for these changes, the accounting policies applied and methods of computation used in the preparation of this Interim Financial Information are consistent with those used in the annual financial statements for the year ended 31 December 2011.

– 6 –

The following amendments to standards are mandatory for the first time for the financial year beginning 1 January 2012.

HKAS 12 (Amendment) HKFRS 7 (Amendment)

Deferred tax: Recovery of underlying assets Disclosures – Transfers of financial assets

Standards, amendments and interpretations to existing standards effective in 2012 but not relevant to the Group: HKFRS 1 (Amendment) Severe hyperinflation and removal of fixed dates for first-time adopters

New standards, amendments and interpretations have been issued but are not effective for the financial year beginning 1 January 2012 and have not been early adopted.

HKAS 19 (Amendment) Employee benefits HKFRS 9 Financial instruments HKFRS 10 Consolidated financial statements HKFRS 12 Disclosures of interests in other entities HKFRS 13 Fair value measurement

2. SEGMENT INFORMATION

The Group’s senior executive management is considered as the Chief Operating Decision Maker (“CODM”). The Group was organised into two operating divisions:

Electronic Manufacturing Service (“EMS”) – manufacture and distribution of electronic products for EMS customers.

Original Design and Manufacturing (“ODM”) – original design and manufacturing for both EMS and ODM customers.

The CODM reviews the performance of the Group on a regular basis and reviews the Group’s internal reporting in order to assess performance and allocate resources. The CODM assesses the performance of the operating segments based on a measure of segment results. This measurement basis includes profit or loss of the operating segments before other income, other (losses)/gains – net, share of profit/(loss) of associates and jointly controlled entities, finance income, finance costs, tax and change in fair value of investment properties but excludes corporate and unallocated expenses. Other information provided to the Group’s management is measured in a manner consistent with that in the Interim Financial Information.

For the six months ended 30 June 2012 Total gross revenue Inter-segment revenue External revenue Segment results Depreciation and amortisation charges Capital expenditure	Unaudited EMS division HK$’000 1,622,055 (7,641) 1,614,414 41,349 16,999 12,465	Unaudited ODM division HK$’000 18,733 – 18,733 (6,297) 136 655	Unaudited Total HK$’000 1,640,788 (7,641) 1,633,147 35,052 17,135 13,120

– 7 –

For the six months ended 30 June 2011 Total gross revenue Inter-segment revenue External revenue Segment results Depreciation and amortisation charges Capital expenditure Reportable segment assets As at 30 June 2012 As at 31 December 2011	Unaudited EMS division HK$’000 1,886,771 – 1,886,771 74,881 20,703 14,271 Unaudited EMS division HK$’000 2,059,378 2,009,953	Unaudited ODM division HK$’000 2,914 – 2,914 (6,072) 40 68 Unaudited ODM division HK$’000 20,995 15,450	Unaudited Total HK$’000 1,889,685 –
			1,889,685
			68,809
			20,743
			14,339
			Unaudited Total HK$’000 2,080,373
			2,025,403

Segment assets consist primarily of property, plant and equipment, leasehold land and land use rights, intangible assets, inventories, trade receivables, prepayments, deposits and other receivables, and cash and bank deposits, but exclude corporate and unallocated assets.

A reconciliation of reportable segment results to profit before income tax is provided as follows:

Reportable segment results Other income Change in fair value of investment properties Other (losses)/gains – net Finance income/(costs) – net Share of profit of associates Share of loss of jointly controlled entities Corporate and unallocated expenses Profit before income tax	Unaudited For the six months ended 30 June 2012 2011 HK$’000 HK$’000 35,052 68,809 6,763 14,885 7,500 6,010 (4,094) 15,362 2,132 (725) – 93 (49) (178) (12,460) (11,653) 34,844 92,603	Unaudited For the six months ended 30 June 2012 2011 HK$’000 HK$’000 35,052 68,809 6,763 14,885 7,500 6,010 (4,094) 15,362 2,132 (725) – 93 (49) (178) (12,460) (11,653) 34,844 92,603
		92,603

– 8 –

Reportable segments assets are reconciled to total assets as follows:

Reportable segment assets Investment properties Investments in associates Investments in jointly controlled entities Available-for-sale financial assets Deferred income tax assets Amounts due from associates Financial assets at fair value through profit or loss Corporate and unallocated assets Total assets per condensed consolidated balance sheet Reconciliations of other material items are as follows:	Unaudited As at 30 June 2012 HK$’000 2,080,373 54,600 6,993 341,751 98,016 15,904 27,882 2,414 137,159 2,765,092	Audited As at 31 December 2011 HK$’000 2,025,403 46,600 6,993 301,008 56,199 15,866 27,847 – 127,913
		2,607,829

Depreciation and amortisation charges – Reportable segment total – Corporate headquarters Capital expenditure – Reportable segment total – Corporate headquarters	Unaudited For the six months ended 30 June 2012 2011 HK$’000 HK$’000 17,135 20,743 1,321 1,267 18,456 22,010 13,120 14,339 1,415 874 14,535 15,213	Unaudited For the six months ended 30 June 2012 2011 HK$’000 HK$’000 17,135 20,743 1,321 1,267 18,456 22,010 13,120 14,339 1,415 874 14,535 15,213
		22,010
		14,339 874
		15,213

The Company is domiciled in Bermuda. Analysis of the Group’s revenue by geographical market, which is determined by the destination of the invoices billed, is as follows:

North America Asia (excluding Hong Kong) Europe Hong Kong	Unaudited For the six months ended 30 June 2012 2011 HK$’000 HK$’000 212,127 183,055 931,392 1,050,329 299,129 306,479 190,499 349,822 1,633,147 1,889,685	Unaudited For the six months ended 30 June 2012 2011 HK$’000 HK$’000 212,127 183,055 931,392 1,050,329 299,129 306,479 190,499 349,822 1,633,147 1,889,685
		1,889,685

– 9 –

For the six months ended 30 June 2012, revenues of approximately HK$493,208,000 (2011: HK$603,376,000) and HK$391,677,000 (2011: HK$420,660,000) were derived from the top two external customers respectively. These customers individually account for 10 percent or more of the Group’s revenue. These revenues are attributable to the EMS division.

Analysis of the Group’s non-current assets by geographical market is as follows:

North America Asia (excluding Hong Kong) Europe Hong Kong	Unaudited As at 30 June 2012 HK$’000 1,432 134,686 38 630,934 767,090	Audited As at 31 December 2011 HK$’000 949 140,693 42 539,072
		680,756

Non-current assets comprise property, plant and equipment, investment properties, leasehold land and land use rights, investments in associates, investments in jointly controlled entities, intangible assets and available-for-sale financial assets. They exclude deferred income tax assets.

3. OTHER INCOME

Scrap and spare parts sales Tooling income Sundry income	Unaudited For the six months ended 30 June 2012 2011 HK$’000 HK$’000 1,158 8,486 4,518 4,140 1,087 2,259 6,763 14,885	Unaudited For the six months ended 30 June 2012 2011 HK$’000 HK$’000 1,158 8,486 4,518 4,140 1,087 2,259 6,763 14,885
		14,885

4. OTHER (LOSSES)/GAINS – NET

Fair value change on financial instruments, net Gains on disposal of property, plant and equipment Exchange losses, net Write-back of trade payables	Unaudited For the six months ended 30 June 2012 2011 HK$’000 HK$’000 (359) 243 70 160 (3,805) (374) – 15,333 (4,094) 15,362	Unaudited For the six months ended 30 June 2012 2011 HK$’000 HK$’000 (359) 243 70 160 (3,805) (374) – 15,333 (4,094) 15,362
		15,362

– 10 –

5. INCOME TAX EXPENSE

Current income tax – Hong Kong profits tax – Overseas taxation Deferred income tax (Over)/under-provision in prior years – Current income tax – Deferred income tax	Unaudited For the six months ended 30 June As restated (Note 1) 2012 2011 HK$’000 HK$’000 1,344 5,467 6,915 13,852 (242) (3,481) (1,525) 574 (54) – 6,438 16,412

Hong Kong profits tax has been provided at the rate of 16.5% (2011: 16.5%) on the estimated assessable profit arising in or derived from Hong Kong.

The new Corporate Income Tax Law in the People’s Republic of China increases the corporate income tax rate for foreign investment enterprises from previous preferential rates to 25% with effect from 1 January 2008. Companies established in Mainland China before 16 March 2007 and previously taxed at the rate lower than 25% may be offered a gradual increase of tax rate to 25% within 5 years. Certain subsidiaries of the Company established in Mainland China will enjoy preferential income tax rate from 2008 to 2011 and be taxed at the rate of 25% from 2012 when the preferential treatment expires.

6. DIVIDENDS

DIVIDENDS
		Unaudited
		For the six months
		ended 30 June
		2012	2011
		HK$’000	HK$’000
Interim dividend – HK$0.025	(2011: HK$0.035) per share	11,894	16,550

The Board has resolved to pay an interim dividend of HK$0.025 per share (2011: HK$0.035 per share) on Friday, 28 September 2012 to the shareholders whose names appear on the Register of Members of the Company on Friday, 14 September 2012.

– 11 –

7. EARNINGS PER SHARE

(a) Basic

Basic earnings per share is calculated by dividing the profit attributable to owners of the Company by the weighted average number of ordinary shares in issue during the period.

Profit attributable to owners of the Company_(HK$’000) Weighted average number of ordinary shares in issue(in thousands) Basic earnings per share(HK$)_	Unaudited For the six months ended 30 June As restated (Note 1) 2012 2011 28,370 76,191 474,634 471,484 0.06 0.16	Unaudited For the six months ended 30 June As restated (Note 1) 2012 2011 28,370 76,191 474,634 471,484 0.06 0.16
		471,484
		0.16

(b) Diluted

Diluted earnings per share is calculated by adjusting the weighted average number of ordinary shares outstanding to assume conversion of all dilutive potential ordinary shares. The Company has outstanding share options, which are of dilutive potential. For share options, a calculation is done to determine the number of shares that could have been acquired at fair value (determined as the average annual market share price of the Company’s shares) based on the monetary value of the subscription rights attached to outstanding share options. The number of shares calculated as above is compared with the number of shares that would have been issued assuming the exercise of the share options.

Profit attributable to owners of the Company_(HK$’000) Weighted average number of ordinary shares in issue(in thousands) Adjustment for share options(in thousands) Weighted average number of ordinary shares for diluted earnings per share(in thousands) Diluted earnings per share(HK$)_	Unaudited For the six months ended 30 June As restated (Note 1) 2012 2011 28,370 76,191 474,634 471,484 1,859 4,525 476,493 476,009 0.06 0.16	Unaudited For the six months ended 30 June As restated (Note 1) 2012 2011 28,370 76,191 474,634 471,484 1,859 4,525 476,493 476,009 0.06 0.16
		471,484 4,525
		476,009
		0.16

– 12 –

8. TRADE RECEIVABLES

The credit period allowed by the Group to its trade customers mainly ranges from 30 days to 90 days and no interest is charged.

Ageing analysis of the Group’s trade receivables by invoice date is as follows:

0–60 days 61–90 days Over 90 days	Unaudited As at 30 June 2012 HK$’000 552,274 162,996 36,104 751,374	Audited As at 31 December 2011 HK$’000 637,486 121,013 46,139 804,638

9. TRADE PAYABLES

Ageing analysis of the Group’s trade payables by invoice date is as follows:

0–60 days 61–90 days Over 90 days	Unaudited As at 30 June 2012 HK$’000 723,335 1,409 16,574 741,318	Audited As at 31 December 2011 HK$’000 573,361 31,279 14,779 619,419

INTERIM DIVIDEND

The Board has resolved to pay an interim dividend of HK$0.025 per share (2011: HK$0.035 per share) on Friday, 28 September 2012 to the shareholders whose names appear on the Register of Members of the Company on Friday, 14 September 2012.

CLOSURE OF REGISTER OF MEMBERS

The Register of Members of the Company will be closed from Wednesday, 12 September 2012 to Friday, 14 September 2012, both days inclusive, during which period no transfer of shares shall be effected. To qualify for the above interim dividend, all transfers accompanied by the relevant share certificates must be lodged with the Company’s Hong Kong branch share registrars, Tricor Standard Limited, at 26th Floor, Tesbury Centre, 28 Queen’s Road East, Wanchai, Hong Kong for registration not later than 4:30 p.m. on Tuesday, 11 September 2012.

– 13 –

REVIEW OF BUSINESS ACTIVITIES

Electronic Manufacturing Service (“EMS”) and Original Design and Manufacturing (“ODM”) Divisions

For the first six months ended 30 June 2012, the Group’s turnover was HK$1.63 billion, decreased by 13.6% when comparing with 2011, which resulted from the continuing financial instability of Euro area and far-from-satisfactory economic recovery in US. These unfavourable factors have generally impacted our customer demand although they were firmly staying with us.

During the period, our value added (sales revenue less material cost) percentage remained on the same level as last year. However, the decreased sales volume led to the decreased profit attributable to owners of the Company from HK$76.2 million in 2011 to HK$28.4 million in 2012.

Following the minimum wage regulatory requirement and the shortage of labour force, our manpower cost in PRC continued to increase, which has been eroding our profit. Nevertheless, our utmost effort in up-keeping the high operational efficiency would help offset the impact of such cost increase.

For the first six months ended 30 June 2012, sales revenue of EMS Division decreased 14.4% to HK$1.61 billion from HK$1.89 billion for the same period of 2011. Sales revenue for Shajing factory in Shenzhen was down by 29% but the factory at Suzhou continued its growth by 13.8% as compared with 2011’s first half year. The decrease in the overall sales at EMS Division was generally across electronic products in industrial automation, energy and computer peripheral products. The segment results attributable to EMS Division was HK$41.3 million (2011 interim: HK$74.9 million).

For the ODM Division, sales revenue significantly increased to HK$18.7 million, which was 6.4 times of 2011 interim. The revenue increase was mainly attributed to the sales of iCarte for Apple iPhone in Europe, South Korea, and Australia. The iCarte business started its making profit in the first half year.

However, due to research and development and pre-production cost of a new private-label-brand project, the ODM Division recorded a segment loss HK$6 million (2011 interim: HK$6 million loss) for the period.

Property Development

Kwun Tong project

The Group has two jointly controlled entities with Sun Hung Kai Properties Limited on the development of two sites. The Group has paid its proportional share of the land premium for lease modification on one of the sites. Construction of the first site was on schedule. In respect of the second site, the land premium is still in discussion.

Mid-level residential

The project development company sold out all the residential unit and car park spaces in the first half year.

– 14 –

Media Network

The Group currently has an investment in Focus Media Network Limited (“FMN”) for 18.75%, which was listed in mid-2011 on the GEM board of the Hong Kong Stock Exchange. FMN is on out-of-home digital screen network business, which is one of the fastest growing advertising sectors after the internet. FMN has extensive network at office buildings and renowned retail outlets. According to the accounting standard, its book value was adjusted through the other comprehensive income as per the market value of 30 June 2012.

FINANCE

As at 30 June 2012, the Group had HK$1,517.2 million of total banking facilities. Total bank borrowings were HK$346.5 million, of which a loan of HK$29.3 million was arranged by an overseas subsidiary.

Cash and cash equivalents were HK$699.8 million at 30 June 2012 (2011 December: HK$681.4 million).

As at 30 June 2012, the Group had a net cash surplus of HK$353.3 million in excess of the bank borrowings, as compared to the net cash surplus of HK$370.5 million at 31 December 2011.

Most of the Group’s sales are conducted in United States dollars and costs and expenses are mainly in United States dollars, Hong Kong dollars, Japanese Yen and Renminbi. Forward contracts are used to hedge foreign exchange exposures where it is necessary or practicable.

CAPITAL STRUCTURE

There had been no material change in the Group’s capital structure since 31 December 2011 which consists of bank borrowings, cash and cash equivalents and equity attributable to owners of the parent, comprising issued share capital and reserves.

EMPLOYEES

As at 30 June 2012, the Group employed approximately 5,300 employees of whom approximately 4,400 were production workers. In addition to the provision of annual bonuses, medical and life insurances, discretionary bonuses are also available to employees based on individual performance. The remuneration packages and policies are reviewed periodically.

The Group also provides in-house and external training programs to its employees.

AWARD & RECOGNITION

The Company and its wholly-owned subsidiary, Wong’s Electronics Company Limited were awarded the Caring Company Logo 2011/2012 by the Hong Kong Council of Social Service in recognition of their active participation in community activities and good corporate citizenship.

PROSPECTS

In the second half of 2012, the Group continues to face the challenges from vulnerable economic environment worldwide and labour cost increase in PRC. In addition, the Group has started its transformation process to convert Shajing’s contract-processing factory to an imported-processing wholly owned foreign enterprise in line with Shenzhen’s mandatory requirement. The transformation is expected to complete by the end of this year.

– 15 –

Based on the current level of orders and forecast provided by our customers, the Group’s business is expected to improve in the second half of the current year in spite of US’s slow economic recovery and Euro area’s financial instability.

As to the iCarte business, international sales are expected to be a key driver in the second half year though PRC business development has started. The iCarte business has started making profit since early this year but will remain cautiously optimistic due to increased competition in the market.

The private-label project is still in research and development stage. It is not expected any revenue contribution in the second half of the year.

On behalf of the Directors, I would like to sincerely thank our customers, suppliers and business partners for their continued confidence in and support to the Group. I would also like to pay a special tribute to all of our employees for their loyal, diligent and professional services to the Group.

PURCHASE, SALE OR REDEMPTION OF THE COMPANY’S LISTED SECURITIES

During the six months ended 30 June 2012, neither the Company nor any of its subsidiaries purchased, sold or redeemed any of the Company’s listed securities.

CORPORATE GOVERNANCE CODE

During the six months ended 30 June 2012, the Company has complied with the code provisions under the Code on Corporate Governance Practices (the “Former CG Code”, effective until 31 March 2012) and the Corporate Governance Code (the “Existing CG Code”, effective on 1 April 2012) as set out in Appendix 14 to the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “Stock Exchange”) (the “Listing Rules”), except for the following deviations:

Deviations from Former CG Code and Existing CG Code

Code provision A.2.1

Code provision A.2.1 provides that the roles of chairman and chief executive should be separate and should not be performed by the same individual.

Mr. Wong Chung Mat, Ben is the Group’s Chairman and Chief Executive Officer and has occupied these two positions since February 2003. In allowing the two positions to be occupied by the same person, the Company has considered the following:

• (a) Both positions require in-depth knowledge and considerable experience of the Group’s business. Candidates with the suitable knowledge, experience and leadership are difficult to find both within and outside the Group. If either of the positions is occupied by an unqualified person, the Group’s performance could be gravely compromised.

• (b) The Company believes that the supervision of the Board and its Independent Non-executive Directors can provide an effective check and balance mechanism and ensures that the interests of the shareholders are adequately represented.

– 16 –

Code provision A.4.1

Code provision A.4.1 provides that non-executive directors should be appointed for a specific term, subject to re-election.

None of the existing Non-executive Directors of the Company is appointed for a specific term. However, every Director of the Company is now subject to retirement by rotation under Bye-law 112 of the Bye-laws of the Company. As such, the Company considers that sufficient measures have been taken to ensure that the Company’s corporate governance practices are no less exacting than those in the Former CG Code and the Existing CG Code.

Deviation from Existing CG Code

Code provisions A.5.1 to A.5.4

Code provisions A.5.1 to A.5.4 provide that a nomination committee should be established with specific terms of reference which should be made available on the websites of the Stock Exchange and the listed issuer, and that sufficient resources should be provided to such committee to perform its duties.

The Company does not have present intention to establish a Nomination Committee in view that the Board itself shall discharge all duties expected to be dealt with by a Nomination Committee. In addition, the policy and procedure for nomination of directors have been set out in writing and adopted by the Board to serve as a guideline in order to ensure that there is a formal, considered and transparent procedure for the appointment of new directors with suitable experience and capabilities to maintain and improve the competitiveness of the Company.

COMPLIANCE WITH THE MODEL CODE FOR SECURITIES TRANSACTIONS BY DIRECTORS OF LISTED ISSUERS

The Company has adopted the Model Code for Securities Transactions by Directors of Listed Issuers (the “Model Code”) as set out in Appendix 10 to the Listing Rules. Having made specific enquiry to all Directors, all Directors confirmed that they had complied with the required standard set out in the Model Code during the six months ended 30 June 2012.

– 17 –

AUDIT COMMITTEE

The Audit Committee, which comprises all Independent Non-executive Directors, has reviewed with management the accounting principles and practices adopted by the Group and discussed auditing, internal controls and financial reporting matters including a review of the unaudited interim financial information for the six months ended 30 June 2012.

PUBLICATION OF RESULTS AND INTERIM REPORT

This results announcement is published on the Company’s website at www.wih.com.hk/investor07.asp and the Stock Exchange’s website at www.hkexnews.hk. The 2012 interim report will be dispatched to shareholders of the Company and will be available on the above websites in due course.

By Order of the Board WONG CHUNG MAT, BEN Chairman and Chief Executive Officer

Hong Kong, 23 August 2012

As at the date of this announcement, the Executive Directors are Mr. Wong Chung Mat, Ben, Ms. Wong Yin Man, Ada, Mr. Chan Tsze Wah, Gabriel, Mr. Tan Chang On, Lawrence and Mr. Wan Man Keung; the Non-executive Director is Mr. Mak King Mun, Philip; and the Independent Non-executive Directors are Dr. Li Ka Cheung, Eric GBS, OBE, JP, Dr. Yu Sun Say GBS, JP and Mr. Alfred Donald Yap JP.

• For identification purpose only

– 18 –