Universal Technologies Holdings Limited — Major Shareholding Notification 2012

Sep 14, 2012

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.

UNIVERSAL TECHNOLOGIES HOLDINGS LIMITED 環球 實 業 科 技 控 股 有 限 公 司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1026)

VOLUNTARY ANNOUNCEMENT: DISPOSAL OF SHARES BY A SUBSTANTIAL SHAREHOLDER

On 14 September 2012, the Company was informed by World One that it has entered into an agreement to dispose of 200,000,000 Shares, representing approximately 11.63% of the issued share capital of the Company, to Eastcorp at an aggregate price of HK$130,000,000.

On 14 September 2012, the Company was informed by World One that it has entered into an agreement to dispose of 200,000,000 Shares, representing approximately 11.63% of the issued share capital of the Company, to Eastcorp at an aggregate price of HK$130,000,000. The price per Share is HK$0.65, which constitutes 30% premium to the closing price of the Shares as of the date of this announcement.

World One is beneficially and wholly owned by Mr. Lau, an executive Director. As of the date of this announcement, Mr. Lau directly holds 1,500,000 Shares and through World One indirectly holds 277,510,000 Shares, representing approximately 16.23% of the issued share capital of the Company in aggregate. Upon completion of the Transaction, Mr. Lau will still directly hold 1,500,000 Shares and through World One will indirectly hold 77,510,000 Shares, representing approximately 4.59% of the issued share capital of the Company in aggregate, and World One will cease to be a substantial shareholder of the Company pursuant to the Listing Rules. Subject to the satisfaction of certain conditions precedent to completion, the Transaction is expected to be completed within one month from the date of the agreement.

Eastcorp is beneficially owned by Ever City, Mr. Chau Cheuk Wah and Mr. Chen Zhihao as to 50%, 25% and 25% respectively. As of the date of this announcement, Ever City directly holds 106,000,000 Shares, representing approximately 6.16% of the share capital of the Company and Eastcorp does not directly or indirectly hold any Shares. Upon completion of the Transaction, pursuant to the SFO, Ever City will be deemed to be interested in 306,000,000 Shares, representing approximately 17.80% of the issued share capital of the Company and as a result will become a substantial shareholder of the Company pursuant to the Listing Rules.

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As of the date of this announcement, Mr. Chow Cheuk Lap, a non-executive Director, is interested in 67,540,000 Shares (through his 50% shareholding in Top Nation International Limited), representing approximately 3.93% of the issued share capital of the Company pursuant to the SFO. Mr. Chow Cheuk Lap is also a Partner of C.L. Chow and Macksion Chan, Solicitors, who is an adviser to Eastcorp. Pursuant to the Takeovers Code, Mr. Chow Cheuk Lap is a party acting in concert with Eastcorp. As a result, Ever City and the parties acting in concert with it will be beneficially interested in 373,540,000 Shares pursuant to the Takeovers Code, representing approximately 21.72% of the issued share capital of the Company after completion of the Transaction.

The Board does not expect that the Transaction will create any material impact on the business and operations of the Company and its subsidiaries. The Transaction will not affect the public float of the Company.

DEFINITIONS

‘‘Board’’	The board of Directors
‘‘Company’’	Universal Technologies Holdings Limited, a company incorporated in
	the Cayman Islands with limited liability and the Shares of which are
	listed on The Stock Exchange of Hong Kong Limited
‘‘Director(s)’’	The director(s) of the Company
‘‘Eastcorp’’	Eastcorp International Limited, a company incorporated in the
	British Virgin Island is beneficially owned by Ever City, Mr. Chau
	Cheuk Wah and Mr. Chen Zhihao as to 50%, 25% and 25%
	respectively
‘‘Ever City’’	Ever City Industrial Development Limited, a company incorporated
	in Hong Kong with limited liability, is equally and beneficially owned
	by Mr. Yang Zhimao and Madam Zhu Fenglian
‘‘Listing Rules’’	The Rules Governing the Listing of Securities on The Stock Exchange
	of Hong Kong Limited
‘‘Mr. Lau’’	Mr. Lau Yeung Sang, an executive Director
‘‘SFO’’	Securities and Futures Ordinance (Cap.571, Laws of Hong Kong)
‘‘Shares’’	The ordinary shares of HK$0.01 each in the capital of the Company
‘‘Takeovers Code’’	The Hong Kong Code on Takeovers and Mergers
‘‘Transaction’’	The sale of 200,000,000 Shares from World One to Eastcorp at an
	aggregate consideration of HK$130,000,000
‘‘World One’’	World One Investments Limited, a company incorporated in the
	British Virgin Islands is beneficially and wholly owned by Mr. Lau

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Hong Kong Dollars, the lawful currency of Hong Kong

‘‘HK$’’

‘‘%’’

Percent

By Order of the Board UNIVERSAL TECHNOLOGIES HOLDINGS LIMITED Chen Runqiang Chairman

Hong Kong, 14 September 2012

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

Executive Directors:

Mr. Chen Runqiang (Chairman) Mr. Xu Hui (Chief Executive Officer) Mr. Lau Yeung Sang

Non-executive Director:

Mr. Chow Cheuk Lap

Independent non-executive Directors:

Mr. Meng Lihui Mr. Fong Heung Sang Dr. Cheung Wai Bun, Charles, J.P.

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