Unitas Holdings Limited — M&A Activity 2014

Aug 28, 2014

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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CHANCETON FINANCIAL GROUP LIMITED 川盟金融集團有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 8020)

TERMINATION OF VERY SUBSTANTIAL ACQUISITION AND RESUMPTION OF TRADING

This announcement is made by Chanceton Financial Group Limited (“Company”) pursuant to Rule 17.10 of the GEM Listing Rules and the Inside Information Provisions (as defined in the GEM Listing Rules) under Part XIVA of the SFO (Chapter 571, the Laws of Hong Kong).

Reference is made to the announcements of the Company dated 7 April 2014 and 22 May 2014 relating to the Acquisition and suspension of trading of the shares of the Company pending the release of the VSA Announcement (the “Holding Announcements”). Unless otherwise defined, capitalized items used herein have the same meanings as those defined in the Holding Announcements.

TERMINATION OF THE ACQUISITION

On 4 April 2014 (after trading hours), the Purchaser entered into sale and purchase agreements (the “Sale & Purchase Agreements”) with respective vendors in relation to the Acquisition, pursuant to which the Purchaser agreed to acquire and the respective vendors agreed to sell certain percentage of the equity interests in a company.

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In regards to the Acquisition and the transactions contemplated under the Sale and Purchase Agreements, as more than one of the applicable percentage ratios (as defined under the GEM Listing Rules) in respect of the Acquisition exceeds 100%, the Acquisition constitutes a very substantial acquisition for the Company. Accordingly, trading in the Company’s shares on the GEM of The Stock Exchange was suspended with effect from 9:00 a.m. on Monday, 7 April 2014 pending the release of the VSA Announcement. Since the suspension of the Company, the Company has been in the progress of carrying out due diligence in relation to the group of the target companies and preparing the VSA Announcement.

On 27 August 2014, the Company and the vendors to the Sale and Purchase Agreements entered into a termination agreement (the “Termination Agreement”) to mutually terminate the Sale & Purchase Agreements. With effect from the date of the Termination Agreement, all the terms and conditions of the Sale and Purchase Agreements have ceased to be of any effect and all rights and obligations of the parties thereto (except for the confidentiality obligations under the Sale & Purchase Agreements) have terminated.

REASONS FOR THE TERMINATION OF THE SALE & PURCHASE AGREEMENTS

On 4 August, 2014, the Stock Exchange informed the Company that it considers that the Acquisition is a reverse takeover under Rule 19.06(6) of the GEM Listing Rules and the Company would be treated as if it were a new listing applicant under Rule19.54 of the GEM Listing Rules if it proceeds with the Acquisition. On 8 August 2014, the Company requested a review of the Listing Division’s Ruling by the GEM Listing Committee (the “Review”).

However, after further consideration of the consequences of the Review, and in view of additional cost and prolonged time to be incurred for processing the Review and the uncertainty of the outcomes of the Review, the Company and the vendors to the Sale & Purchase Agreements entered into the Termination Agreement. As such, the Board considers that the termination of the Acquisition is in the interests of the Company and Shareholders as a whole and does not have any material adverse impact on the financial position and business operation of the Group. A withdraw of the Review has been submitted to the Stock Exchange on 28 August 2014.

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RESUMPTION OF TRADING IN SHARES

At the request of the Company, trading in the Company’s shares on the GEM of The Stock Exchange was suspended with effect from 9:00 a.m. on Monday, 7 April 2014 pending the release of the VSA Announcement. An application has been made to the Stock Exchange for the resumption of trading in the Company’s shares from 9:00 a.m. on Friday, 29 August 2014 following the publication of this announcement.

By Order of the Board Chanceton Financial Group Limited Wong Kam Wah

Chief Executive Officer and Executive Director

Hong Kong, 28 August 2014

As at the date of this announcement, the Company’s executive Directors are Ms. Ho Chiu Ha Maisy (Chairman), Mr. Wong Kam Wah, Mr. Lau Ling Tak, Ms. Man Wing Yee Ginny and Mr. Leung Man Kit, and the independent non-executive Directors are Mr. Chiu Chi Kong, Mr. William Robert Majcher and Mr. Yau Yan Ming Raymond.

This announcement, for which the Directors collectively and individually accept full responsibility, includes particulars given in compliance with the GEM Listing Rules for the purpose of giving information with regard to the Company. The Directors, having made all reasonable enquiries, confirm that, to the best of their knowledge and belief, (i) the information contained in this announcement is accurate and complete in all material respects and not misleading or deceptive and (ii) there are no other matters the omission of which would make any statement in this announcement misleading.

This announcement will remain on the GEM website (www.hkgem.com) and on the “Latest Company Announcements” page for at least 7 days from the date of its posting. This announcement will also be published on the Company’s website (www.chanceton.com).

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