Smart-Core Holdings Limited — Capital/Financing Update 2015

Jan 12, 2015

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 purpose only and does not constitute an invitation or offer to acquire, purchase, or subscribe for the Shares and other securities of the Company.

(Incorporated in the Cayman Islands with limited liability) (Stock code: 913)

(1) APPOINTMENT OF INDEPENDENT FINANCIAL ADVISER;

(2) DELAY IN DESPATCH OF CIRCULAR;

AND

(3) ADJUSTMENT TO EXPECTED TIMETABLE FOR THE SHARE CONSOLIDATION, THE CHANGE IN BOARD LOT SIZE AND THE OPEN OFFER

Reference is made to the announcement of the Company dated 15 December 2014 (the “ Announcement ”) in relation to, among other matters, the proposed Share Consolidation, the proposed Change in Board Lot Size, the proposed Open Offer and the Underwritten Shares Issue. Unless otherwise defined, capitalised terms used herein shall have the same meanings as those set out in the Announcement.

(1) APPOINTMENT OF INDEPENDENT FINANCIAL ADVISER

Grand Vinco Capital Limited has been appointed as the independent financial adviser (the “ Independent Financial Adviser ”) to advise the independent board committee and the Independent Shareholders in connection with the Open Offer and the Underwritten Shares Issue.

Grand Vinco Capital Limited, a wholly-owned subsidiary of Vinco Financial Group Limited (Stock code: 8340), is a licensed corporation to carry out type 1 (dealing in securities) and type 6 (advising on corporate finance) regulated activities under the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong).

The letter of advice from the Independent Financial Adviser to the independent board committee and the Independent Shareholders in respect of the Open Offer and the Underwritten Shares Issue will be included in the Circular.

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(2) DELAY IN DESPATCH OF CIRCULAR

As mentioned in the Announcement, the Company expected to despatch the Circular containing, among other things, (i) further details regarding the Share Consolidation, the Change in Board Lot Size, the Open Offer and the Underwritten Shares Issue; (ii) a letter of recommendation from the independent board committee of the Company to the Independent Shareholders in respect of the Open Offer and the Underwritten Shares Issue; (iii) a letter of advice from the independent financial adviser to the independent board committee of the Company and the Independent Shareholders in respect of the Open Offer and the Underwritten Shares Issue; and (iv) the notice of the EGM on or before Monday, 12 January 2015.

As additional time is required for the Company to finalise certain information to be included in the Circular, it is expected that the date of despatch of the Circular will be postponed to a date falling on or before Monday, 2 February 2015.

(3) ADJUSTMENT TO EXPECTED TIMETABLE FOR THE SHARE CONSOLIDATION, THE CHANGE IN BOARD LOT SIZE AND THE OPEN OFFER

Since the expected date of despatch of the circular is postponed, the expected timetable for the implementation of the Share Consolidation, the Change in Board Lot Size and the Open Offer will subsequently be revised. Further announcement will be made by the Company as soon as possible in relation to the revised timetable for the implementation of the Share Consolidation, the Change in Board Lot Size and the Open Offer.

By Order of the Board Unity Investments Holdings Limited 合一投資控股有限公司 NG Chi Hoi Chairman

Hong Kong, 12 January 2015

As at the date of this announcement, the Board comprises:

Executive Directors: Mr. NG Chi Hoi (Chairman and Chief Executive Officer) Ms. SHUM Kit Lan Anita

Independent non-executive Directors: Mr. HUNG Cho Sing Mr. CHAN Yik Pun Ms. CHUNG Fai Chun

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