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PegBio Co., Ltd. Capital/Financing Update 2007

Sep 17, 2007

50676_rns_2007-09-17_2eadf832-de7e-4cf0-8686-8cf77b52231e.pdf

Capital/Financing Update

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The Stock Exchange of Hong Kong Limited takes no responsibility for the contents of this announcement, makes no representation as to its accuracy or completeness and expressly disclaims any liability whatsoever for any loss however arising from or in reliance upon the whole or any part of the contents of this announcement.

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XIN CORPORATION LIMITED **新 創 綜 合 企 業 有 限 公 司 ***

(Incorporated in Bermuda with limited liability)

(Stock Code: 1141)

COMPLETION OF PLACING OF

THE FIRST TRANCHE OF THE CONVERTIBLE NOTES

AND

ISSUE OF THE FIRST TRANCHE OF THE NEW VISION CENTURY NOTES

The Company is pleased to announce that the placing of the first tranche of the Convertible Notes to six Subscribers in the aggregate principal amount of HK$40,000,000 and the issue of the first tranche of the New Vision Century Notes to Vision Century in the principal amount of HK$40,000,000 were completed on 17th September, 2007.

Reference is made to the announcement of Xin Corporation Limited (the “Company”) dated 28th June, 2007 and the circular of the Company dated 19th July, 2007 (the “Circular”). Capitalised terms used in this announcement shall have the same meanings as defined in the Circular unless otherwise defined.

The Company is pleased to announce that the placing of the first tranche of the Convertible Notes (the “1st Tranche of the Convertible Notes”) to six Subscribers in the aggregate principal amount of HK$40,000,000 and the issue of the first tranche of the New Vision Century Notes (the “1st Tranche of the New Vision Century Notes”) to Vision Century in the principal amount of HK$40,000,000 were completed on 17th September, 2007. The Placing Agent has placed the 1st Tranche of the Convertible Notes to six Subscribers, who and their ultimate beneficial owners are independent of the Company and its connected persons. Vision Century has also exercised the Call Option to subscribe for the 1st Tranche of the New Vision Century Notes. Based on the information on the Subscribers available to the Company and assuming that all such Subscribers exercise the conversion rights attached to the 1st Tranche of the Convertible Notes at the Initial Conversion Price and that there are no changes to the issued share capital of the Company up to the date of conversion, no Subscribers will become substantial shareholders of the Company upon conversion of the 1st Tranche of the Convertible Notes.

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SHAREHOLDING STRUCTURE OF THE COMPANY

Set out below is the shareholding structure of the Company (i) as at the date of this announcement; and (ii) assuming full conversion of the 1st Tranche of the Convertible Notes and the 1st Tranche of the New Vision Century Notes and no changes in the issued share capital of the Company from the date of this announcement up to the date of conversion.

Assuming full conversion of the 1st Tranche of the Convertible Notes and the 1st Tranche of the New Vision Century Notes and no changes in the issued share capital of the Company from the date of this announcement up to the date of conversion

As at the date of this announcement

ShareholdersannouncementNumber ofShares%Vision Century (Note 1)327,038,14451.00Huang & Co (Singapore) Pte. Ltd.(Note 2)41,920,9416.54Mr. Wilson Ng (Note 3)2,024,0000.31Mr. Ng Wee Keat (Note 3)1,024,0000.16Ms. Lilian Ng (Note 4)2,600,0000.41Other Directors2,024,0000.31Public Shareholders- Subscribers--- Other public Shareholders264,661,25741.27Sub-total264,661,25741.27Total641,292,342=========100.00===== date of conversionNumber ofShares%469,895,28650.6941,920,9414.522,024,0000.221,024,0000.112,600,0000.282,024,0000.22142,857,14115.41264,661,25728.55407,518,39843.96927,006,625=========100.00=====

Notes:

  1. Vision Century is a wholly-owned subsidiary of Huang Group which is held by Mr. Kan Ka Chong, Frederick in the capacity as the trustee of the Discretionary Trust.
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  1. Huang & Co (Singapore) Pte. Ltd. is wholly owned by New Century International Pte. Ltd. New Century International Pte. Ltd. is wholly owned by the parents of Mr. Wilson Ng and Mr. Ng Wee Keat.

  2. Mr. Wilson Ng and Mr. Ng Wee Keat are executive Directors and discretionary beneficiaries of the Discretionary Trust.

  3. Ms. Lilian Ng is a discretionary beneficiary of the Discretionary Trust.

The Company will make further announcement(s) as and when the next tranches of the Convertible Notes and the New Vision Century Notes are issued.

On behalf of the Board Lo Ming Chi, Charles Chairman

Hong Kong, 17th September, 2007

As at the date of this announcement, the Board comprises Mr. Lo Ming Chi, Charles (Chairman), Mr. Yu Wai Man, Mr. Wilson Ng, Mr. Ng Wee Keat and Mr. Ng Eng Leng as executive Directors and Mr. Wong Kwok Tai, Mr. Lau Pok Lam and Mr. Ko Kwong Woon, Ivan as independent non-executive Directors.

  • For identification only

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