Smart-Core Holdings Limited — Capital/Financing Update 2021

Mar 8, 2021

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

(Incorporated in the Cayman Islands with limited liability)

(Stock code: 913)

COMPLETION OF PLACING OF NEW SHARES UNDER GENERAL MANDATE

Placing Agent

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Reference is made to the announcement of Unity Investments Holdings Limited (the “ Company ”) dated 18 February 2021 (the “ Announcement ”) in relation to the Placing. Unless defined otherwise, capitalised terms used herein shall have the same meanings as those defined in the Announcement.

COMPLETION OF THE PLACING

The Board is pleased to announce that the condition precedent set out in the Placing Agreement has been fulfilled and completion of the Placing took place on 8 March 2021. An aggregate of 44,690,000 Placing Shares have been allotted and issued to not less than six independent Placees at the Placing Price of HK$0.130 per Placing Share pursuant to the terms and condition of the Placing Agreement.

To the best of the Directors’ knowledge, information and belief having made all reasonable enquiries, each of the Placees and their respective ultimate beneficial owner(s) (as the case maybe) is a third party independent of and not connected with the Company and its connected persons, and the Placees are Professional Investors. None of the Placees has become a substantial Shareholder (as defined in the Listing Rules) immediately after completion of the Placing.

The gross and net proceeds (after deducting the placing commission and other related expenses incurred in the Placing) from the Placing are approximately HK$5.8 million and approximately HK$5.7 million, respectively. The Company intends to use such net proceeds for the general working capital of the Group and for future investments pursuant to the investment objectives of the Company.

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EFFECTS ON SHAREHOLDING STRUCTURE OF THE COMPANY

The shareholding structure of the Company (i) immediately before completion of the Placing; and (ii) immediately upon completion of the Placing are as follows:

Shareholders PlaceesPublic ShareholdersTotal	Immediately beforecompletion of the PlacingNo. of Shares%––223,471,680100.00223,471,680100.00	Immediately uponcompletion of the PlacingNo. of Shares%44,690,00016.67223,471,68083.33268,161,680100.00	Immediately uponcompletion of the PlacingNo. of Shares%44,690,00016.67223,471,68083.33268,161,680100.00
			100.00

By order of the Board Unity Investments Holdings Limited 合一投資控股有限公司 SHUM Kit Lan Anita Executive Director

Hong Kong, 8 March 2021

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

Executive Director: Independent non-executive Directors: Ms. SHUM Kit Lan Anita Mr. HUNG Cho Sing Ms. CHUNG Fai Chun Non-executive Director: Mr. YU Tat Chi Michael Ms. HU Xiaoting

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