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Willas-Array Electronics (Holdings) Limited Regulatory Filings 2015

Jul 23, 2015

49513_rns_2015-07-23_5235c96a-48f5-4a88-8098-a04d01eba81f.pdf

Regulatory Filings

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Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited and Singapore Exchange Securities Trading 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.

Singapore Exchange Securities Trading Limited assumes no responsibility for the correctness of any of the statements made, reports contained or opinions expressed in this announcement.

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威雅利電子 ( 集團 ) 有限公司 WILLAS-ARRAY ELECTRONICS (HOLDINGS) LIMITED (Incorporated in Bermuda with limited liability) (Hong Kong stock code: 854) (Singapore stock code: W12)

FURTHER ANNOUNCEMENT: CHANGE OF TIMETABLE IN RELATION TO PROPOSED SHARE CONSOLIDATION

The Company proposes to consolidate every five existing issued and unissued Shares into one Consolidated Share and change the board lot size for the Shares quoted and traded on SEHK from 5,000 Shares to 1,000 Consolidated Shares upon the Proposed Share Consolidation becoming effective. Subject to the satisfaction of certain conditions, it is expected that the effective date of the Proposed Share Consolidation will be August 17, 2015.

Pursuant to the Special Holiday (3 September 2015) Ordinance, September 3, 2015 will be, on a one-off basis, an additional General Holiday and a Statutory Holiday. As a result, our expected timetable for the implementation of the Proposed Share Consolidation and the associated trading arrangements need to be amended in order to comply with the relevant guides and practices of the Hong Kong Exchanges and Clearing Limited.

1. Introduction

Reference is made to the announcement made on June 22, 2015 (the “ Further Announcement ”) in relation to the proposed share consolidation and proposed board lot size change. Unless otherwise stated, capitalized terms used herein shall have the same meanings as those defined in the Further Announcement.

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The expected timetable for the implementation of the Proposed Share Consolidation has been set out in the Further Announcement. Subject to the satisfaction of all the conditions as set out in the paragraph headed “Approvals and Conditions” in the Initial Announcement, it is expected that the Effective Trading Date will be August 17, 2015.

A circular containing, amongst other things, (i) further details of the Proposed Share Consolidation and (ii) a notice convening the 2015 AGM has also been despatched to Shareholders on June 30, 2015 (the “ Circular ”).

2. Change of Expected Timetable

Pursuant to the Special Holiday (3 September 2015) Ordinance, September 3, 2015 will be, on a one-off basis, an additional General Holiday (as defined in the General Holidays Ordinance (Cap. 149) of the Laws of Hong Kong) and a Statutory Holiday (as defined in the Employment Ordinance (Cap. 57) of the Laws of Hong Kong). As a result, our expected timetable for the implementation of the Proposed Share Consolidation and the associated trading arrangements need to be amended in order to comply with the relevant guides and practices of the Hong Kong Exchanges and Clearing Limited in the manner as follows. Any dates on or after September 3, 2015 are postponed to the next business day.

Set out below is the amended expected timetable as aforementioned. Further announcement(s) will be made by the Company regarding any significant change to the following expected timetable as and when appropriate:

2015 Event Date and Time (if applicable) Last date and time for lodging of forms of proxy for Tuesday, July 28 at 9.30 a.m. the 2015 AGM Date and time of the 2015 AGM Thursday, July 30 at 9.30 a.m. Announcement of poll results of resolutions tabled at Thursday, July 30 the 2015 AGM

THE FOLLOWING EVENTS ARE CONDITIONAL ON THE FULFILMENT OF THE CONDITIONS FOR THE IMPLEMENTATION OF THE PROPOSED SHARE CONSOLIDATION (AS SET OUT IN THE PARAGRAPH HEADED “APPROVALS AND CONDITIONS” IN THE INITIAL ANNOUNCEMENT AND IN PARAGRAPH 2.2 OF APPENDIX III TO THE CIRCULAR). PLEASE NOTE THAT THE EVENTS THAT ARE IN BOLD ARE RELEVANT FOR SHARES TRADED ON THE SGX-ST ONLY UNLESS OTHERWISE SPECIFIED:

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Event

Last day of trading of Shares on the SGX-ST on a “pre-consolidated basis”

Commencement of trading of Shares on the SGX-ST on a “post-consolidation basis”

Books Closure Date (for Shares traded on the SGXST)

Effective Trading Date (for Shares traded on the SGX-ST and SEHK)

Dealings in Consolidated Shares on SEHK commence

First day of free exchange of Old Share Certificates for New Share Certificates on SEHK

Temporary close of original counter for trading in Shares on SEHK

Opening of temporary counter for trading in Consolidated Shares (in the form of Old Share Certificates) on SEHK

Re-opening of original counter for trading in Consolidated Shares in new board lot size of 1,000 Consolidated Shares (in the form of New Share Certificates) on SEHK

Commencement of parallel trading in Consolidated Shares (in the form of New Share Certificates in board lot size of 1,000 Consolidated Shares and Old Share Certificates in board lot size of 1,000 Consolidated Shares) on SEHK

Designated broker starts to stand in SEHK market to provide matching services for the sale and purchase of odd lots of Consolidated Shares

Close of temporary counter for trading Consolidated Shares in board lot size of 1,000 Consolidated Shares (in the form of Old Share Certificates) on SEHK

End of parallel trading in Consolidated Shares (in the form of New Share Certificates in board lot size of 1,000 Consolidated Shares and Old Share Certificates in board lot size of 1,000 Consolidated Shares) on SEHK

2015 Date and Time (if applicable)

Tuesday, August 11 at 5.00 p.m.

Wednesday, August 12 at 9.00 a.m.

Friday, August 14 at 5.00 p.m.

Monday, August 17

Monday, August 17 at 9.00 a.m. Monday, August 17

Monday, August 17 at 9.00 a.m.

Monday, August 17 at 9.00 a.m.

Monday, August 31 at 9.00 a.m.

Monday, August 31 at 9.00 a.m.

Monday, August 31

Monday, September 21 at 4.00 p.m.

Monday, September 21 at 4.00 p.m.

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2015 Date and Time (if applicable)

Event

Designated broker ceases to stand in SEHK market to provide matching services for the sale and purchase of odd lots of Consolidated Shares

Monday, September 21

Last day for free exchange of Old Share Certificates for New Share Certificates for Consolidated Shares on SEHK

Wednesday, September 23

Save for the date and time by which the forms of proxy must be lodged for the 2015 AGM, the date and time of the 2015 AGM and the date of announcement of poll results of the resolutions tabled at the 2015 AGM, the expected timetable above is subject to the satisfaction of all the conditions of the Proposed Share Consolidation and is therefore indicative only. Further announcement(s) (if any) will be made by the Company regarding any significant change to the indicative timetable as appropriate. The relevant date(s), once confirmed, will be announced by the Company in due course.

Shareholders and potential investors should note that the Proposed Share Consolidation is conditional upon satisfaction of the conditions as set out in the paragraph headed “Approvals and Conditions” in the Initial Announcement and in paragraph 2.2 of Appendix III to the Circular. Accordingly, the Proposed Share Consolidation may or may not finally proceed.

Shareholders and potential investors are advised to exercise caution when dealing in the Shares. If they are in any doubt, they should consult their professional advisors.

By Order of the Board Leung Chun Wah Chairman and Executive Director

Willas-Array Electronics (Holdings) Limited

Hong Kong/Singapore, July 23, 2015

As at the date of this announcement, the Board comprises four Executive Directors, namely Leung Chun Wah (Chairman), Kwok Chan Cheung (Deputy Chairman), Hon Kar Chun (Managing Director) and Leung Hon Shing; and three Independent Non-executive Directors, namely Jovenal R. Santiago, Wong Kwan Seng, Robert and Iu Po Chan, Eugene.

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