Sinopec Engineering Group Co Ltd. — Capital/Financing Update 2016

Apr 13, 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.

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 OF NEW SHARES UNDER GENERAL MANDATE

Placing Agent

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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 13 April 2016 in accordance with the terms and conditions of the Placing Agreement.

An aggregate of 29,625,000 Placing Shares, which represent approximately 16.67% of the issued share capital of the Company as at the date of this announcement immediately after completion of the Placing, have been successfully placed to not less than six Placees, who and whose ultimate beneficial owners are Independent Third Parties, at the Placing Price of HK$0.779 per Placing Share. The net proceeds from the Placing (after deduction of commission and other expenses of the Placing) are approximately HK$22.2 million.

Reference is made to the announcement of Universe International Holdings Limited (“ Company ”) dated 23 March 2016 (“ 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 13 April 2016 in accordance with the terms and conditions of the Placing Agreement.

• for identification purposes only

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An aggregate of 29,625,000 Placing Shares, which represent approximately 16.67% of the issued share capital of the Company as at the date of this announcement immediately after completion of the Placing, has been successfully placed to not less than six Placees who and whose ultimate beneficial owners are Independent Third Parties, at the Placing Price of HK$0.779 per Placing Share. The net proceeds from the Placing (after deduction of commission and other expenses of the Placing) are approximately HK$22.2 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 (within the meaning of the Listing Rules) of the Company immediately upon completion of the Placing.

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:

ShareholdersGlobalcrest Enterprises Limited (Note 1)Placees (Note 2)Other public ShareholdersTotal	Immediately beforecompletion of the PlacingNumber ofSharesApproximate%5,673,9513.83––142,475,14196.17148,149,092100.00	Immediately aftercompletion of the PlacingNumber ofSharesApproximate%5,673,9513.1929,625,00016.67142,475,14180.14177,774,092100.00	Immediately aftercompletion of the PlacingNumber ofSharesApproximate%5,673,9513.1929,625,00016.67142,475,14180.14177,774,092100.00
			100.00

Notes:

1. These 5,673,951 Shares are held by Globalcrest Enterprises Limited, which is wholly owned by Central Core Resources Limited. Central Core Resources Limited is the trustee of a discretionary trust founded by Mr. Lam Shiu Ming, Daneil, the chairman of the Board and an executive Director. As such, Mr. Lam Shiu Ming Daneil is deemed to be interested in all the 5,673,951 Shares held by Globalcrest Enterprises Limited. Certain immediate family members of Mr. Lam Shiu Ming, Daneil are discretionary objects of the aforesaid discretionary trust.

2. It is a term of the Placing Agreement that none of the Placees shall become a substantial shareholder of the Company immediately upon Completion.

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

Hong Kong, 13 April 2016

As at the date of this announcement, the executive Directors are Mr. Lam Shiu Ming, Daneil, Mr. Hung Cho Sing, Ms. Cheng Hei Yu and Mr. Lam Kit Sun, the non-executive Director is Mr. Chan Shiu Kwong Stephen, and the independent non-executive Directors are Mr. Lam Wing Tai, Mr. Choi Wing Koon and Mr. Lam Chi Keung.

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