Sinopec Engineering Group Co Ltd. — Capital/Financing Update 2018

Jan 11, 2018

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.

==> picture [49 x 55] intentionally omitted <==

UNIVERSE INTERNATIONAL FINANCIAL HOLDINGS LIMITED 寰宇國際金融控股有限公司

(Incorporated in Bermuda with limited liability)

(Stock Code: 1046)

DISCLOSEABLE TRANSACTION: DISPOSAL OF CNEF SHARES ON EXCHANGE

THE DISPOSAL

The Board wishes to announce that on 11 January 2018, the Group disposed of an aggregate of 132,400,000 CNEF Shares on the open market of the Stock Exchange for an aggregate consideration of approximately HK$17.08 million (before deducting stamp duty and related expenses) at an average price of HK$0.129 per CNEF Share.

Upon settlement of the Disposal, the Group will cease to hold any CNEF Shares.

IMPLICATIONS UNDER THE LISTING RULES

The Disposal constituted a discloseable transaction for the Company under Chapter 14 of the Listing Rules and is accordingly subject to notification and announcement requirements under Chapter 14 of the Listing Rules.

THE DISPOSAL

The Board wishes to announce that on 11 January 2018, the Group disposed of an aggregate of 132,400,000 CNEF Shares on the open market of the Stock Exchange for an aggregate consideration of approximately HK$17.08 million (before deducting stamp duty and related expenses) at an average price of HK$0.129 per CNEF Share.

The CNEF Shares disposed of in the Disposal amounted to approximately 17.0% of the issued share capital of CNEF as at 11 January 2018.

– 1 –

As all the CNEF Shares were disposed of in the open market of the Stock Exchange, the Directors are not aware of the identities of the counterparties to the Disposal or of their respective principal business activities (if applicable). To the best of the knowledge, information and belief of the Directors having made all reasonable enquiries, each of the counterparties of the Disposal and (if applicable) their respective ultimate beneficial owners is an Independent Third Party.

The aggregate gross proceeds of the Disposal are approximately HK$17.08 million. The sale price under the relevant disposals represented the prevailing market price of the CNEF Shares at the time of the relevant transactions.

Settlement of the Disposal will take place on the second trading day after the orders regarding the relevant disposals have been made.

Upon settlement of the Disposal, the Group will cease to hold any CNEF Shares.

INFORMATION OF CNEF

CNEF is a company incorporated in the Cayman Islands with limited liability, the issued shares of which are listed on the Main Board of the Stock Exchange (Stock code: 80). CNEF is principally engaged in investing globally in both private and publicly listed enterprises that have demonstrated the ability to manufacture a product or deliver a service that is supported by the economies of mainland China, Hong Kong, Macau and Taiwan.

Certain published financial information on CNEF are as follows:

	For the	For the
	year ended	year ended
	31 December	31 December
	2016	2015
	HK$’000	HK$’000
Net profit/(loss) (before taxation)	57,041	(204,134)
Net profit/(loss) (after taxation)	47,874	(169,536)

The audited asset value and net asset value of CNEF as at 31 December 2016 were approximately HK$716.3 million and HK$467.9 million respectively.

As at 30 November 2017, the unaudited net asset value per share of CNEF was approximately HK$0.31.

Further information on CNEF can be found on the website of the Stock Exchange at www.hkexnews.com.hk.

– 2 –

REASONS FOR AND BENEFITS OF THE DISPOSAL

The Group is principally engaged in securities brokerage and margin financing, money lending, leasing of investment properties and securities investment, video distribution, film distribution and exhibition, licensing and sub-licensing of film rights, trading, wholesaling and retailing of optical products, watches and jewellery products.

As disclosed in the announcements of the Company dated 7 February 2017 and 8 February 2017, all the 132.4 million CNEF Shares acquired by the Group were intended to be held by the Group for long-term investment purpose. In view of the prolonged downward trend of the share price of the CNEF Shares since the investment in CNEF Shares by the Group in February 2017, the Directors consider that it is the appropriate time for the Group to effect the Disposal so as to minimise the losses from its investment in the CNEF Shares. The Directors expect to recognise an unaudited loss (before deducting stamp duty and related expenses) of approximately HK$6.75 million from the Disposal. Shareholders should note that the actual amount of loss on the Disposal to be recorded by the Company will be subject to review by the auditors of the Company. It is expected that the proceeds from the Disposal will be used for general working capital. The Directors consider the Disposal is fair and reasonable and in the interests of the Company and the Shareholders as a whole.

Given that the Disposal was made in the open market of the Stock Exchange, the Directors (including the independent non-executive Directors) consider that all the CNEF Shares disposed of were sold at the then prevailing market prices and terms of the Disposal are on normal commercial terms and are fair and reasonable and the Disposal is in the interests of the Company and the Shareholders as a whole.

IMPLICATIONS UNDER THE LISTING RULES

The Disposal constituted a discloseable transaction for the Company under Chapter 14 of the Listing Rules and is accordingly subject to notification and announcement requirements under Chapter 14 of the Listing Rules.

DEFINITIONS

In this announcement, the following expressions shall, unless the context requires otherwise, have the following meanings:

“Board” the board of Directors “CNEF” China New Economy Fund Limited 中國新經濟投資有限公 司, a company incorporated in the Cayman Islands with limited liability, the shares of which are listed on the Stock Exchange (Stock code: 80)

“CNEF Share(s)” share(s) of HK$0.50 each in the issued share capital of CNEF

– 3 –

“Company”	Universe International Financial Holdings Limited, a company
	incorporated in Bermuda with limited liability, whose shares
	are listed on the Stock Exchange (Stock code: 1046)
“connected person(s)”	has the meaning ascribed thereto under the Listing Rules
“Director(s)”	the director(s) of the Company
“Disposal”	the disposal of an aggregate of 132,400,000 CNEF Shares by
	the Group on the open market of the Stock Exchange for an
	aggregate consideration of approximately HK$17.08 million
	(excluding stamp duty and related expenses) on 11 January
	2018
“Group”	the Company and its subsidiaries
“HK$”	Hong Kong dollars, the lawful currency of Hong Kong
“Hong Kong”	the Hong Kong Special Administrative Region of the People’s
	Republic of China
“Independent Third Party”	a third party independent of the Company and its connected
	persons
“Listing Rules”	the Rules Governing the Listing of Securities on the Stock
	Exchange
“Shareholder(s)”	shareholder(s) of the Company
“Stock Exchange”	The Stock Exchange of Hong Kong Limited
“%”	per cent.
	On behalf of the Board
	Universe International Financial Holdings Limited
	Lam Shiu Ming, Daneil
	Chairman and executive Director

Hong Kong, 11 January 2018

As at the date of this announcement, the executive Directors are Mr. Lam Shiu Ming, Daneil, Mr. Hung Cho Sing and Mr. Lam Kit Sun, and the independent non-executive Directors are Mr. Choi Wing Koon, Mr. Lam Chi Keung, Mr. Tang Yiu Wing, Mr. Chong Ki Ming and Mr. Wong Cheuk Wai Jason.

– 4 –