Smart-Core Holdings Limited — Capital/Financing Update 2009

Apr 7, 2009

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.

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(Incorporated in the Cayman Islands with limited liability)

(Stock code: 913)

ANNOUNCEMENT CONVERSION OF CONVERTIBLE NOTES

The Company made this announcement pursuant to the Company’s undertaking set out in the Circular in relation to the status of the Convertible Notes.

The Board would like to report that 175,438,596 Conversion Shares at the adjusted Conversion Price of HK$0.114 per Conversion Share were issued pursuant to the receipt by the Company of a conversion notice in respect of the exercise of the conversion rights attached to the Convertible Notes in the principal amount of HK$20,000,000 on 7 April 2009.

Reference is made to (i) the circular of Unity Investments Holdings Limited (the " Company ") dated 7 November 2008 (the " Circular "); (ii) the announcements of the Company dated 9 October 2008 and 13 March 2009; and (iii) the Company’s latest next day disclosure return dated 6 April 2009 (the " Last Next Day Disclosure Return ").Unless the context herein otherwise requires, terms used in this announcement shall have the same meanings as in the Circular.

The Company made this announcement pursuant to the Company’s undertaking set out in the Circular in relation to the status of the Convertible Notes, the Company is required to make this announcement for the period commencing from the date of the Last Next Day Disclosure Return up to the date of this announcement in respect of, amongst other things, the details of the conversion of the Convertible Notes if the cumulative amount of the Conversion Shares issued pursuant to the conversion of the Convertible Notes reaches 5% of the issued share capital of the Company as disclosed in the Last Next Day Disclosure Return.

The Board would like to report that 175,438,596 Conversion Shares at the adjusted Conversion Price of HK$0.114 per Conversion Share were issued pursuant to the receipt by the Company of a conversion notice in respect of the exercise of the conversion rights attached to the Convertible Notes in the principal amount of HK$20,000,000 on 7 April 2009. The 175,438,596 Conversion Shares issued by the Company represent approximately 17.13% of the total issued share capital of the Company as disclosed in the Last Next Day Disclosure Return, and approximately 14.62% of the total issued share capital of the Company as enlarged by the issue of 175,438,596 Conversion Shares.

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Relevant requisite details are disclosed as follows:

(a) Conversion of the Convertible Notes for the period commencing from the date of the Last Next Day Disclosure Return up to the date of this announcement:

				Principal
	Number of	Number of		amount of
Date of	conversion	Conversion		Convertible	Date of issue of
conversion	notice	Shares	Conversion	Notes	the Conversion
notice	received	issued	Price	converted	Shares
			HK$	HK$
7 April 2009	1	175,438,596	0.114	20,000,000	7 April 2009

• (b) Outstanding principal amount of Convertible Notes after conversion referred to (a) above:

• (b) Outstanding principal amount of Convertible Notes after conversion Nil referred to (a) above:

• (c) Total number of Shares issued or cancelled pursuant to other Nil transactions of the Company during the period commencing from the date of the Last Next Day Disclosure Return up to the date of this announcement:

(d)Change in the issued share capital of theCompany during the period commencing fromthe date of the Last Next Day DisclosureReturn up to the date of this announcement:As at 6 April 2009Total number of new Shares issued pursuantto the conversion of the ConvertibleNotesAs at date of this announcement	Issued share capitalat par value ofHK$0.10 eachHK$102,431,022.0017,543,859.60119,974,881.60	Number ofissued Shares1,024,310,220175,438,596
		1,199,748,816

By order of the Board Unity Investments Holdings Limited 合一投資控股有限公司 KITCHELL Osman Bin Executive Director

Hong Kong, 7 April 2009

As at the date of this announcement, the Board of Directors of the Company comprises Mr. KITCHELL Osman Bin (Chairman and Chief Executive Officer), Ms. DAVIS Angela Hendricks and Ms. CHOI Ka Wing as executive directors of the Company, and Mr. CHUNG Kong Fei, Stephen, Mr. TSANG Wing Ki, Ms. SWARTZ Kristi Lynn and Mr. NGAI Wai Kin as independent non-executive directors of the Company.

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