Sinopec Engineering Group Co Ltd. — Capital/Financing Update 2014

Dec 18, 2014

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.

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

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

(Incorporated in Bermuda with limited liability)

(Stock Code: 1046)

COMPLETION OF PLACING

The Board is pleased to announce that the condition precedent set out in the Placing Agreement had been fulfilled, and completion of the Placing took place on 18 December 2014 in accordance with the terms and conditions of the Placing Agreement.

An aggregate of 414,415,000 Placing Shares, which represent approximately 16.67% of the issued share capital of the Company immediately after completion of the Placing, have been successfully placed to not less than six Placees, who and whose ultimate beneficial owners (where applicable) are Independent Third Parties, at the Placing Price of HK$0.10 per Placing Share. The net proceeds from the Placing (after deduction of commission and other expenses of the Placing) are approximately HK$39.7 million.

Reference is made to the announcement of Universe International Holdings Limited (“ Company ”) dated 9 December 2014 (“ Announcement ”) in relation to the Placing under the General Mandate. Capitalised terms used in this announcement shall have the same meanings as defined in the Announcement unless otherwise stated.

The Board is pleased to announce that the condition precedent set out in the Placing Agreement had been fulfilled, and completion of the Placing took place on 18 December 2014 in accordance with the terms and conditions of the Placing Agreement.

An aggregate of 414,415,000 Placing Shares, which represent approximately 16.67% of the issued share capital of the Company immediately after completion of the Placing, have been successfully placed to not less than six Placees who and whose ultimate beneficial owners (where applicable) are Independent Third Parties, at the Placing Price of HK$0.10 per Placing Share. The net proceeds from the Placing (after deduction of commission and other expenses of the Placing) are approximately HK$39.7 million.

To the best of the Directors’ knowledge, information and belief having made all reasonable enquiries, (i) each of the Placees and where appropriate, their respective ultimate beneficial owners, is an Independent Third Party; and (ii) none of the Placees has become a substantial shareholder of the Company upon completion of the Placing.

• for identification purposes only

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EFFECTS ON SHAREHOLDING STRUCTURE OF THE COMPANY

The table below sets out the changes to the shareholding structure of the Company as a result of completion of the Placing:

Shareholders(Note 1) Globalcrest Enterprises Limited (Note 2) Ever Robust Holdings Limited Lam Siu Keung, Alvin (Note 3) The Placees Other public Shareholders Total	Immediately before completion of the Placing Number of Shares Approximate % 189,131,705 9.13 170,000,000 8.20 7,008,850 0.34 – – 1,705,947,515 82.33 2,072,088,070 100.00	Immediately after completion of the Placing Number of Shares Approximate % 189,131,705 7.61 170,000,000 6.84 7,008,850 0.28 414,415,000 16.67 1,705,947,515 68.60 2,486,503,070 100.00	Immediately after completion of the Placing Number of Shares Approximate % 189,131,705 7.61 170,000,000 6.84 7,008,850 0.28 414,415,000 16.67 1,705,947,515 68.60 2,486,503,070 100.00
			100.00

Notes:

1. The number of existing Shares held by the Shareholders mentioned in the table above is based on the register of members of the Company and/or information as published on the website of the Stock Exchange as at 18 December 2014 and does not take into account (i) the Shares that may be allotted and issued pursuant to the exercise of the options granted under the share option schemes adopted by the Company (“ Share Option Schemes ”) to subscribe for an aggregate of 188,721,703 Shares and such number of options which may be granted under the Share Option Schemes from time to time; and (ii) the Shares that may be allotted and issued pursuant to the exercise of the subscription rights attached to the unlisted warrants which will entitle the holders thereof to subscribe in cash up to an aggregate amount of HK$85,500,000 at a prevailing subscription price of HK$0.250, subject to adjustments.

2. The entire issued share capital of Globalcrest Enterprises Limited 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, an executive Director and chairman of the Company, are discretionary objects.

3. Mr. Lam Siu Keung, Alvin is the chief operation officer of the Company and the brother of Mr. Lam Shiu Ming, Daneil.

On behalf of the Board Universe International Holdings Limited Lam Shiu Ming, Daneil Chairman and Executive Director

Hong Kong, 18 December 2014

As at the date of this announcement, the Board comprises Mr. Lam Shiu Ming, Daneil, Mr. Hung Cho Sing, Mr. Yeung Kim Piu and Mr. Lam Kit Sun as executive Directors and Mr. Lam Wing Tai, Mr. Choi Wing Koon and Mr. Lam Chi Keung as independent non-executive Directors.

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