Honworld Group Limited — Capital/Financing Update 2016

Jun 23, 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 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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Honworld Group Limited 老 恒 和 釀 造 有 限 公 司[*]

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 2226)

COMPLETION OF SUBSCRIPTION OF NEW SHARES

The Board is pleased to announce that all conditions precedent of the Subscription as set out in the Subscription Agreement have been satisfied, and the Subscription was completed on 23 June 2016 in accordance with the terms and conditions of the Subscription Agreement.

60,000,000 new Shares, representing approximately 10.37% of the issued share capital (as enlarged by the Subscription) of the Company as at the date of this announcement, have been allotted and issued by the Company to the Subscriber, at the Subscription Price of HK$6.00 per Subscription Share under the General Mandate.

Reference is made to the announcement of Honworld Group Limited (the ‘‘Company’’) dated 2 June 2016 (the ‘‘Announcement’’) in relation to, among others, the Subscription. Capitalised terms used in this announcement shall have the same meanings as those defined in the Announcement unless otherwise stated.

COMPLETION OF THE SUBSCRIPTION

The Board is pleased to announce that all conditions precedent of the Subscription as set out in the Subscription Agreement have been satisfied, and the Subscription was completed on 23 June 2016 in accordance with the terms and conditions of the Subscription Agreement.

Pursuant to the Subscription Agreement, 60,000,000 new Shares, representing approximately 10.37% of the issued share capital (as enlarged by the Subscription) of the Company as at the date of this announcement, have been issued and allotted by the Company to Natural Seasoning International (HK) Limited (the ‘‘Subscriber’’), at the Subscription Price of HK$6.00 per Subscription Share under the general mandate

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granted to the Board at the annual general meeting of the Company held on 31 May 2016 (the ‘‘General Mandate’’). To the best of the Directors’ knowledge, information and belief and having made all reasonable enquires, other than the aforesaid holding of 60,000,000 Shares, each of the Subscriber and its ultimate owners is a third party independent of and not connected with the Company and its connected persons.

The proceeds from the Subscription have been satisfied by cash payment by the Subscriber. The total funds raised and net proceeds from the Subscription are approximately HK$360,000,000 and HK$356,068,000 respectively. It is expected that the net proceeds from the Subscription will be used by the Company for general working capital of the Group.

CHANGES IN SHAREHOLDING STRUCTURE

To the best of the Directors’ knowledge, information and belief and having made all reasonable enquires, set out below is the table of the shareholdings in the Company before and after Completion:

working capital of the Group.	working capital of the Group.	working capital of the Group.	working capital of the Group.
CHANGESINSHAREHOLDINGSTRUCTURE
To the best of the Directors’ knowledge, information and belief and having made reasonable enquires, set out below is the table of the shareholdings in the Compabefore and after Completion:
ImmediatelbeforeImmediatelafter
		Immediatelbefore	Immediatelafter
		y
	ShareholdersKey Shine Global HoldingsLimited (Note 1)Hwabao Overseas MarketsInvestmentNo.2 QDII Single Unit TrustPlan 32-8The SubscriberOther Shareholders	CompletionNumber ofShares%278,169,75053.6272,625,00014.00——167,955,25032.38518,750,000100

Notes:

(1) Key Shine Global Holdings Limited is 100% owned by Mr. Chen, the chairman of the Board and an executive Director.

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As disclosed in the above shareholding table, immediately after the Completion, over 25% of the issued share capital of the Company will be held by public Shareholders.

By Order of the Board Honworld Group Limited Chen Weizhong Chairman

Hong Kong, 23 June 2016

As at the date of this announcement, the Board comprises Mr. Chen Weizhong, Mr. Sheng Mingjian and Mr. Wang Chao as Executive Directors; Mr. Sun Qingdong as Non-executive Director; and Mr. Shen Zhenchang, Mr. Lei Jiasu and Mr. Ma Chaosong as Independent Non-executive Directors.

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