E-Commodities Holdings Limited — Share Issue/Capital Change 2016

Apr 24, 2016

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 it 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)

CHANGE IN BOARD LOT SIZE

Reference is made to the announcement of the Company dated 13 March 2016 (‘‘Announcement’’) in relation to, among other things, the Debt Restructuring, Share Consolidation and the Rights Issue. Capitalised terms used in this announcement shall bear the same meanings as those defined in the Announcement unless the context requires otherwise.

The Board announces that the board lot size of the Consolidated Shares for trading on the Stock Exchange will be changed from 1,000 Consolidated Shares to 12,000 Consolidated Shares with effect from 9:00 a.m. on Monday, 17 October 2016.

As of 31 March 2016, the Shares traded on the Stock Exchange in board lots of 1,000 Shares each and the market value of each board lot was HK$52 (based on the closing price of HK$0.052 per Share as quoted on the Stock Exchange as at 31 March 2016, being the last trading date before trading in the Shares was suspended (‘‘Last Trading Date’’)).

Upon Completion of the Share Consolidation, the estimated price of each Consolidated Share would be HK$1.04, based on the said closing price of HK$0.052. As the Stock Exchange requests the value of each board lot shall be no less than HK$2,000, the Board proposes to change the board lot size for trading of the Consolidated Shares from 1,000 Consolidated Shares to 12,000 Consolidated Shares with effect from Monday, 17 October 2016.

The market capitalisation of the Company as at the Last Trading Date was HK$196,206,332. Given the gross proceeds of from Rights Issue in the amount of approximately US$50,000,000 (approximately HK$387,500,000), the estimated market capitalisation will be approximately HK$583,706,332, and the theoretical price of the Consolidated Shares will be approximately HK$0.1934 calculated according to an estimated market capitalisation of HK$583,706,332 divided by the total number of Consolidated Shares in issue upon the completion of Rights Issue and the Debt Restructuring. Based on the theoretical price of the Shares of HK$0.1934 per Share with reference to the closing price on the Last Trading Date, the new estimated board lot value of 12,000 Consolidated Shares would be approximately HK$2,320.

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The change of board lot size of the Consolidated Shares will not result in any changes in the relative rights of the Shareholders and is not conditional upon the approval of the Debt Restructuring and/or the Rights Issue by the Shareholders and Independent Shareholders, respectively, at the EGM. The Company will proceed with the proposed change in board lot size whether or not the Debt Restructuring and the Rights Issue are approved by the Shareholders and Independent Shareholders at the EGM and/or completed.

To alleviate the difficulties in trading odd lots of the Consolidated Shares arising from the change of board lot size of the Consolidated Shares, the Company will appoint a securities house as an agent to provide odd lot matching services to the Shareholders who wish to top up or sell their holdings of odd lots of the Consolidated Shares during the period from 9:00 a.m. on Monday, 17 October 2016 to 4:00 p.m. on Tuesday, 8 November 2016. The Company will further disclose the contact information of the agent with whom the holders of the Consolidated Shares could contact to dispose of or top up odd lots.

Holders of the Consolidated Shares in odd lots should note that successful matching of the sale and purchase of odd lots of the Consolidated Shares is not guaranteed. The Shareholders are recommended to consult their professional advisers if they are in doubt about the odd lot matching facility.

EXPECTED TIMETABLE

The expected timetable for the change in board lot size of the Consolidated Shares is set out below, all times and dates refer to Hong Kong local times and dates:

Event 2016 (Hong Kong time)

Effective date of the new board lot size (12,000 Consolidated 9:00 a.m. on Shares) Monday, 17 October Designated brokers starts to stand in the market to provide matching services for sale and purchase of odd lots of 9:00 a.m. on Consolidated Shares Monday, 17 October Designated brokers ceases to stand in the market to provide matching services for sale and purchase of odd lots of 4:00 p.m. on Consolidated Shares Tuesday, 8 November

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NO EXCHANGE OF NEW SHARE CERTIFICATES

All existing share certificates in board lot of 1,000 Consolidated Shares will continue to be evidence of entitlement to the Consolidated Shares and be valid for delivery, transfer, trading and settlement purposes. No new share certificates for existing Shareholders will be issued as a result of the change of board lot size of the Consolidated Shares, and therefore no arrangement for free exchange of existing share certificates in board lot size of 1,000 Consolidated Shares to new share certificates in board lot size of 12,000 Consolidated Shares is necessary. With effect from 9:00 a.m. Monday, 17 October 2016, any new certificate of the Consolidated Shares will be issued in new board lot size of 12,000 Consolidated Shares (except for odd lots or where the Shareholder(s) otherwise instruct(s)). Save and except for the change in the number of Consolidated Shares for each board lot, new certificates of Shares will have the same format and colour as the certificates of the Consolidated Shares.

By Order of the Board Winsway Enterprises Holdings Limited Cao Xinyi Chief Executive Officer and Company Secretary

Hong Kong, 24 April 2016

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.

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