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E-Commodities Holdings Limited Capital/Financing Update 2015

Jun 22, 2015

50127_rns_2015-06-22_4119d85a-3f13-4620-8208-d355a9e5e52d.pdf

Capital/Financing Update

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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 RECENT DEVELOPMENTS

AND

RESUMPTION OF TRADING

This announcement is made by Winsway Enterprises Holdings Limited (the “ Company ”) pursuant to 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 March 2015 in relation to the Company’s 2014 annual results which, amongst other things, made reference to negotiations with prospective investors to raise new capital by carrying out fund raising activities including the issuance of new equity as well the proposed restructuring of the US$500,000,000 8.50% senior notes due 2016 issued by the Company on 8 April 2011 (“ Senior Notes ”) of which approximately US$309,310,000 in principal amount currently remain outstanding, together with related guarantees and security provided thereunder from subsidiaries of the Company (the “ Debt Restructuring ”).

POTENTIAL INVESTOR UPDATES

The board of directors of the Company (the “ Board ”) wishes to update creditors and shareholders of the Company (the “ Shareholders ”) and potential investors that the Company has been in continuing discussions with potential investors as disclosed in the various announcements of the Company dated 26 March 2015 and 8 May 2015 respectively, in respect of a possible equity investment in the Company to support the proposed Debt Restructuring. As at the date of this announcement, no agreement has been reached with any potential investors and discussions with certain investors have now ceased. While some potential investors are still assessing the opportunity, there is no assurance that the discussions with potential investors will lead to any agreement. The Company is still in discussions with the Bondholder Group (as defined in the Company’s announcement of 8 April 2015) to also explore recapitalisation and other potential options that might form the basis of a Debt Restructuring.

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EXTENSION OF STANDSTILL AGREEMENT

Reference is made to the announcements of the Company dated 8 May 2015, 31 May 2015 and 16 June 2015 (the “ Announcements ”) in which, among other things, the Company announced that the Standstill Agreement (as defined in the Announcements) had been entered into in relation to a significant percentage of the outstanding principal amount of the Senior Notes. The Board announces that the Standstill Agreement has been further extended to 20 July 2015 by mutual agreement of all parties to the Standstill Agreement pending ongoing discussions with the Bondholders and other relevant parties.

The Company will make a further announcement regarding its discussions with Bondholders and other relevant parties, including any potential equity investors when appropriate.

There is no assurance that the discussions with the Bondholder Group will lead to a proposal acceptable to the Bondholder Group or the Bondholders more generally or whether discussions with any potential investors can be progressed to any positive conclusion. Accordingly, there is no assurance that the Debt Restructuring will be successfully concluded. 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.

RESUMPTION OF TRADING

At the request of the Company, trading in the Shares on the Stock Exchange was halted with effect from 10:48 a.m. on 8 June 2015, pending the release of this announcement. An application has been made by the Company to the Stock Exchange for the resumption of trading in the Shares with effect from 9:00 a.m. on 23 June 2015.

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

Hong Kong, 22 June 2015

As at the date of this announcement, the executive Directors of the Company are Mr. Wang Xingchun, Ms. Zhu Hongchan, Mr. Andreas Werner, Ms. Ma Li and Mr. Wang Changqing, the non-executive Directors of the Company are Mr. Liu Qingchun and 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.

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