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Fufeng Group Limited Capital/Financing Update 2007

Feb 23, 2007

49286_rns_2007-02-23_2d8d7ac2-6baf-4057-b68a-98aef3c9dc5d.pdf

Capital/Financing Update

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This announcement is for information purposes only and does not constitute an invitation to acquire, purchase or subscribe for securities.

The Stock Exchange of Hong Kong Limited takes 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.

Unless otherwise defined in this announcement, terms defined in the prospectus of Fufeng Group Limited (the “Company”) dated 25 January 2007 (the “Prospectus”) have the same meanings when used in this announcement.

Fufeng Group Limited

(incorporated in the Cayman Islands with limited liability)

(Stock code: 546)

STABILISING ACTIONS AND END OF STABILISATION PERIOD

The Company announces that the stabilisation period in connection with the Share Offer ended on 23 February 2007.

During the stabilisation period, the stabilising actions undertaken were:

  • (1) the over-allocations of 60,000,000 Shares in the Placing, satisfied by Shares borrowed from Motivator Enterprises pursuant to the Stock Borrowing Agreement; and

  • (2) the exercise of the Over-allotment Option in full by ABN AMRO Rothschild (on behalf of the Joint Global Coordinators) on 12 February 2007 in respect of 60,000,000 additional Shares, solely to cover over-allocations of 60,000,000 Shares in the Placing.

The Company announces that the stabilisation period in connection with the Share Offer ended on 23 February 2007. During the stabilisation period, the stabilising actions undertaken were:

  • (i) the over-allocations of 60,000,000 Shares in the Placing, satisfied by Shares borrowed from Motivator Enterprises pursuant to the stock borrowing agreement entered into between Motivator Enterprises and ABN AMRO Rothschild (on behalf of the Joint Global Coordinators) as described in the section “Structure and Conditions of the Share Offer” in the Prospectus (the “ Stock Borrowing Agreement ”); and

  • (ii) the exercise of the Over-allotment Option in full by ABN AMRO Rothschild (on behalf of the Joint Global Coordinators) on 12 February 2007 in respect of 60,000,000 additional Shares, solely to cover over-allocations of 60,000,000 Shares in the Placing.

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Pursuant to the exercise of the Over-allotment Option, the Company allotted and issued 60,000,000 additional Shares, representing 15% of the Shares initially offered under the Share Offer, at the Offer Price of HK$2.23 per Share (exclusive of brokerage of 1%, SFC transaction levy of 0.004% and Stock Exchange trading fee of 0.005%). The details of the exercise of the Over-allotment Option are more particularly described in the Company’s announcement dated 13 February 2007.

This announcement is made pursuant to Section 9(2) of the Securities and Futures (Price Stabilizing) Rules (Cap. 571W of the Laws of Hong Kong).

As at the date of this announcement, the executive directors of the Company are Li Xuechun, Wang Longxiang, Wu Xindong, Yan Ruliang, Feng Zhenquan, Xu Guohua, Li Deheng, Li Hongyu and Gong Qingli and the independent non-executive directors are Choi Tze Kit, Sammy, Chen Ning and Liang Wenjun.

By order of the Board Li Xuechun Chairman

Hong Kong, 23 February 2007

Please also refer to the published version of this announcement in The Standard.

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