Kingwell Group Limited — Capital/Financing Update 2013

Jul 2, 2013

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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GUOCANG GROUP LIMITED 國 藏 集 團 有 限 公 司

(Incorporated in Bermuda with limited liability)

(Stock code: 559)

SUPPLEMENTAL AGREEMENT RELATING TO THE LOAN AGREEMENT

The Board announces that on 2 July 2013 (after trading hours), the Lender, an indirect wholly-owned subsidiary of the Company, entered into the Supplemental Agreement with the Borrower, pursuant to which the Borrower partially repaid the Loan of HK$10,000,000 to the Lender and the parties agreed to extend the repayment date of the Revised Loan to 16 August 2013. Save as amended by the Supplemental Agreement, all other terms and conditions of the Loan Agreement remain unchanged.

For the avoidance of doubt, the Loan Agreement (as supplemented by the Supplemental Agreement) continues to constitute a discloseable transaction to the Company under the Listing Rules, which is subject to the notification and announcement requirements under the Listing Rules.

Reference is made to the announcement of Guocang Group Limited (the ‘‘Company’’) dated 2 April 2013 (the ‘‘Announcement’’) in relation to the Loan Agreement. Capitalised terms used herein shall have the same meanings as those defined in the Announcement unless otherwise stated.

Pursuant to the Loan Agreement, the Borrower would repay the outstanding principal amount of the Loan of HK$40,000,000 on 2 July 2013. The Board announces that on 2 July 2013 (after trading hours), the Lender, an indirect wholly-owned subsidiary of the Company, entered into a supplemental agreement (the ‘‘Supplemental Agreement’’) with the Borrower, pursuant to which the Borrower partially repaid the Loan of HK$10,000,000 to the Lender and the parties agreed to extend the repayment date of the loan amount of HK$30,000,000 (the ‘‘Revised Loan’’) to 16 August 2013. Save as amended by the Supplemental Agreement, all other terms and conditions of the Loan Agreement remain unchanged.

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The Directors consider that the above-mentioned amendments to the Loan Agreement will continue to generate interest return to the Group. The Directors consider that the transaction contemplated under the Supplemental Agreement is on normal commercial terms and the terms of the Supplemental Agreement are fair and reasonable and are in the interests of the Company and its Shareholders as a whole.

For the avoidance of doubt, the Loan Agreement (as supplemented by the Supplemental Agreement) continues to constitute a discloseable transaction to the Company under the Listing Rules, which is subject to the notification and announcement requirements under the Listing Rules.

By order of the Board Guocang Group Limited Wong Hin Shek Chairman and Executive Director

Hong Kong, 2 July 2013

As at the date of this announcement, the executive Directors are Mr. Wong Hin Shek and Mr. Chi Chi Hung Kenneth; and the independent non-executive Directors are Mr. Chiu Wai On, Mr. Man Kwok Leung and Dr. Wong Yun Kuen.

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