Honworld Group Limited — Capital/Financing Update 2014

Feb 14, 2014

Unless otherwise defined herein, capitalized terms used in this announcement shall have the same meanings as those defined in the prospectus dated January 16, 2014 (the ‘‘Prospectus’’) issued by Honworld Group Limited (the ‘‘Company’’).

This announcement is for information purposes only and does not constitute an offer or an invitation by any person to acquire, purchase or subscribe for securities of the Company.

Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited (the ‘‘Stock Exchange’’) and Hong Kong Securities Clearing Company Limited (‘‘HKSCC’’) 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.

This announcement is not for distribution, directly or indirectly, in or into the United States (including its territories and possessions, any state of the United States and the District of Columbia). This announcement does not constitute or form a part of any offer or solicitation to purchase or subscribe for securities in the United States. The securities mentioned herein have not been, and will not be, registered under the United States Securities Act of 1933 (the ‘‘U.S. Securities Act’’). The securities may not be offered or sold in the United States except pursuant to an exemption from the registration requirements of the U.S. Securities Act. There will be no public offer of securities in the United States.

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Honworld Group Limited 老 恒 和 釀 造 有 限 公 司[*]

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 2226)

FULL EXERCISE OF OVER-ALLOTMENT OPTION

The Company announces that the Over-allotment Option has been fully exercised by the Sole Global Coordinator on behalf of the International Underwriters on February 13, 2014 in respect of an aggregate of 18,750,000 additional Shares, representing in aggregate 15% of the Offer Shares initially available under the Global Offering. The Over-allotment Shares will be allotted and issued by the Company at HK$7.15 per Share (exclusive of brokerage of 1%, SFC transaction levy of 0.003% and Stock Exchange trading fee of 0.005%), being the Offer Price per Share under the Global Offering.

• For identification purposes only

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The Company announces that the Over-allotment Option has been fully exercised by the Sole Global Coordinator on behalf of the International Underwriters on February 13, 2014 in respect of an aggregate of 18,750,000 additional Shares (the ‘‘Over-allotment Shares’’), representing in aggregate 15% of the Offer Shares initially available under the Global Offering.

The Over-allotment Shares will be allotted and issued by the Company at HK$7.15 per Share (exclusive of brokerage of 1%, SFC transaction levy of 0.003% and Stock Exchange trading fee of 0.005%), being the Offer Price per Share under the Global Offering. The Over-allotment Shares will be used to cover over-allocations in the International Offering.

Approval for the listing of and permission to deal in the Over-allotment Shares has already been granted by the Listing Committee of the Stock Exchange. Listing of and dealings in such Overallotment Shares are expected to commence on the Main Board of the Stock Exchange at 9:00 a.m. on February 18, 2014.

The shareholding structure of the Company immediately before and immediately after the allotment and issue of the Over-allotment Shares by the Company is as follows:

A. IMMEDIATELY BEFORE THE ALLOTMENT AND ISSUE OF THE OVER-ALLOTMENT SHARES

ShareholdersKey Shine Global Holdings LimitedForemost Star Holdings LimitedPublic ShareholdersTotal	ShareholdersKey Shine Global Holdings LimitedForemost Star Holdings LimitedPublic ShareholdersTotal	Number ofShares278,169,75096,830,250125000000	Approximatepercentage ofthe Company’sissued sharecapital(%)55.6319.3725.00	Approximatepercentage ofthe Company’sissued sharecapital(%)55.6319.3725.00
	c areoersal	,,500,000,000
			1	00.00

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B. IMMEDIATELY AFTER THE ALLOTMENT AND ISSUE OF THE OVER-ALLOTMENT SHARES

		Approximate
		percentage of
		the Company’s
	Number of	issued share
Shareholders	Shares	capital
		(%)
Key Shine Global Holdings Limited	278,169,750	53.62
Foremost Star Holdings Limited	96,830,250	18.67
Public Shareholders	143,750,000	27.71
Total	518,750,000	100.00

The additional net proceeds to be received by the Company upon the allotment and issue of the Overallotment Shares are approximately HK$130.0 million which will be used by the Company on a pro rata basis for the same purposes as set out in ‘‘Future Plans and Use of Proceeds’’ in the Prospectus.

By order of the board of directors of Honworld Group Limited Chen Weizhong Chairman

Hong Kong, February 14, 2014

As at the date of this announcement, the executive Directors of the Company are Chen Weizhong, Sheng Mingjian and Wang Chao; and the non-executive Director is Zhang Bihong; and the independent non-executive Directors are Shen Zhenchang, Lei Jiasu and Ma Chaosong.

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