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Sinopec Engineering Group Co Ltd. Capital/Financing Update 2013

Oct 3, 2013

14896_rns_2013-10-03_5bfdf5b4-09f9-4238-a57c-670f95087be1.pdf

Capital/Financing Update

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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.

UNIVERSE INTERNATIONAL HOLDINGS LIMITED 寰宇國際控股有限公司[*]

(Incorporated in Bermuda with limited liability)

(Stock Code: 1046)

PLACING OF SHARES BY CONTROLLING SHAREHOLDER AND RESUMPTION OF TRADING

VENDOR PLACING

The Company was informed, on 2 October 2013, by Globalcrest, the controlling shareholder of the Company, that it had, after trading hours on 2 October 2013, entered into a placing agreement with Kingston Securities Limited, an independent placing agent, for the placing of a maximum of 500,000,000 Shares owned by Globalcrest at a price of HK$0.27 per Share on a best effort basis.

RESUMPTION

At the request of the Company, trading in the Shares on the Stock Exchange was halted with effect from 9:00 a.m. on 3 October 2013 pending the release of this announcement. An application has been made by the Company to the Stock Exchange for the resumption of trading in the Shares with effect from 9:00 a.m. on 4 October 2013.

VENDOR PLACING

The Company was informed, on 2 October 2013 that Globalcrest, the controlling shareholder of the Company had, after trading hours on 2 October 2013, entered into a placing agreement with Kingston Securities Limited, an independent placing agent, for the placing of a maximum of 500,000,000 Shares owned by Globalcrest to placees who, and whose ultimate beneficial owners, are independent of and not connected with the Company and its connected persons (as defined in the Listing Rules).

As informed by Globalcrest, the placing of Shares is unconditional and shall be completed within one month after the date of the placing agreement (or such other day as the parties to the placing agreement may agree) and that the price per Share under the placing is HK$0.27.

  • for identification purposes only

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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) immediately after the completion of the placing (assuming a maximum of 500,000,000 Shares are disposed of by Globalcrest under the placing):

Globalcrest and parties actingin concert with it (Note)Public ShareholdersTotal As at the date ofthis announcementSharesApproximate %859,131,70550.16853,638,66549.841,712,770,370100.00 Immediately afterthe completion of the PlacingSharesApproximate %359,131,70520.971,353,638,66579.031,712,770,370100.00 Immediately afterthe completion of the PlacingSharesApproximate %359,131,70520.971,353,638,66579.031,712,770,370100.00
100.00

Note: The entire issued share capital of Globalcrest is held by Central Core Resources Limited, the trustee of a discretionary trust under which certain immediate family members of Mr. Lam Shiu Ming Daneil, the Chairman and executive Director, are discretionary objects. Mr. Lam Shiu Ming, Daneil is also the founder of the said discretionary trust and the sole director of Globalcrest.

USE OF PROCEEDS

As informed by Globalcrest, the maximum gross proceeds from the placing of Shares will be approximately HK$135 million and the maximum net proceeds is estimated to be approximately HK$131million. It is intended that such net proceeds will be applied towards the repayment of a loan by Globalcrest in the sum of HK$100 million from Kingston Finance Limited as disclosed in the announcement of the Company dated 26 July 2013 and for other purposes.

RESUMPTION

At the request of the Company, trading in the Shares on the Stock Exchange was halted with effect from 9:00 a.m. on 3 October 2013 pending the release of this announcement. An application has been made by the Company to the Stock Exchange for the resumption of trading in the Shares with effect from 9:00 a.m. on 4 October 2013.

DEFINITIONS

In this announcement, unless otherwise defined, terms used herein shall have the following meanings:

“Board” the Board of Directors “Company” Universe International Holdings Limited, a company incorporated in Bermuda with limited liability and the issued Shares of which are listed on the Stock Exchange “Director(s)” the director(s) of the Company

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“Globalcrest”

Globalcrest Enterprises Limited, a company incorporated in British Virgin Islands with limited liability and the controlling shareholder of the Company

“Listing Rules” the Rules Governing the Listing of Securities on the Stock Exchange “Shares”

shares at HK$0.02 each in the share capital of the Company

“Stock Exchange” The Stock Exchange of Hong Kong Limited “HK$” Hong Kong dollars

By Order of the Board Lam Shiu Ming, Daneil Chairman and Executive Director

Hong Kong, 3 October 2013

As at the date of this announcement, the Board comprises Mr Lam Shiu Ming, Daneil, Mr Yeung Kim Piu and Mr Lam Kit Sun as executive Directors and Mr Ng Kwok Tung, Dr Leung Shiu Ki, Albert and Mr Ma Chun Fung, Horace as independent non-executive Directors.

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