E-Commodities Holdings Limited — Capital/Financing Update 2015

Dec 21, 2015

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.

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WINSWAY ENTERPRISES HOLDINGS LIMITED 永 暉 實 業 控 股股 份 有 限 公 司

(formerly known as ‘‘WINSWAY COKING COAL HOLDINGS LIMITED 永暉焦煤股份有限公司’’) (Incorporated in the British Virgin Islands with limited liability) (Stock Code: 1733)

ANNOUNCEMENT

UPDATE ON THE PROPOSED RESTRUCTURING PURSUANT TO RULE 3.7 OF THE TAKEOVERS CODE

This announcement is made by Winsway Enterprises Holdings Limited (the ‘‘Company’’) pursuant to Rule 3.7 of The Codes on Takeovers and Mergers and Share Repurchases (the ‘‘Takeovers Code’’), Rule 13.09(2) of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the ‘‘Stock Exchange’’) and the Inside Information Provisions under Part XIVA of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong).

Reference is made to the announcement of the Company dated 26 November 2015 (the ‘‘Announcement’’) in relation to, amongst others, Mr. Wang executing the conditional Irrevocable Undertaking on 25 November 2015. Capitalised terms used in this announcement shall bear the same meanings as those defined in the Announcement unless the context requires otherwise.

The Board would like to announce that on 17 December 2015, the Irrevocable Undertaking given by Mr. Wang became unconditional since Consenting Bondholders holding an aggregate of more than 30% of the outstanding principal amount of the Senior Notes had acceded to the Restructuring Support Agreement, satisfying the condition in the Irrevocable Undertaking that Consenting Bondholders holding more than 30% of the outstanding principal amount of the Senior Notes accede to the Restructuring Support Agreement.

The Board would like to remind the Bondholders that the Consent Fee (payable on the date on which the Restructuring is completed) will be shared pro rata among those Consenting Bondholders that become a party to the Restructuring Support Agreement on or prior to 5:00 p.m. (Hong Kong time) on 23 December 2015 (or such later date as the Company and the Steering Committee Majority may agree) and any Bondholder may become a Consenting Bondholder under the Restructuring Support Agreement by completing and returning a duly completed and executed accession letter by 23 December 2015 (or such later date as the Company and the Steering Committee Majority may agree). The Board would like to

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encourage any Bondholders who are interested in acceding to the Restructuring Support Agreement to identify themselves as soon as practicable and contact the legal adviser or the financial adviser to the Steering Committee as set out in the Announcement.

Further announcement(s) will be made in respect of any further development with regard to the possible Rights Issue and/or the Debt Restructuring as and when necessary in accordance with the Listing Rules and the Takeovers Code.

There is no assurance that the possible Rights Issue will either materialise or eventually be consummated. Accordingly, there is no certainty that a decision will be made by the Company to proceed with the Rights Issue. In any event, if the possible Rights Issue materialises, its completion and the completion of the Debt Restructuring would be expected to be inter-conditional. If the possible Rights Issue does not materialise, the Company will need to seek to continue exploring other solutions with the Steering Committee to effect the Debt Restructuring (or a substantially similar transaction) and any other potential investor(s) to effect the Restructuring as a whole. Shareholders and potential investors are advised to exercise caution when dealing in the securities of the Company, and if in any doubt, they should consult their professional advisers.

By Order of the Board Winsway Enterprises Holdings Limited Cao Xinyi Company Secretary

Hong Kong, 22 December 2015

As at the date of this announcement, the executive Directors are Ms. Cao Xinyi, Ms. Zhu Hongchan, Mr. Wang Yaxu, and Mr. Feng Yi, the non-executive Director is Mr. Lu Chuan and the independent non-executive Directors are Mr. James Downing, Mr. Ng Yuk Keung, Mr. Wang Wenfu and Mr. George Jay Hambro.

The Directors jointly and severally accept full responsibility for the accuracy of the information contained in this announcement and confirm, having made all reasonable inquiries, that to the best of their knowledge, opinions expressed in this announcement have been arrived at after due and careful consideration and there are no other facts not contained in this announcement, the omission of which would make any statement in this announcement misleading.

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