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Wisdomcome Group Holdings Ltd. Capital/Financing Update 2012

Aug 2, 2012

51257_rns_2012-08-02_bfd131bf-0483-4712-9f21-59636b2fb3a6.pdf

Capital/Financing Update

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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.

UNLIMITED CREATIVITY HOLDINGS LIMITED 無限創意控股有限公司

(Continued in Bermuda with limited liability)

(Stock code: 8079)

DISCLOSEABLE TRANSACTION GRANT OF LOAN FACILITY

On 2 August 2012, the Lender entered into the Loan Agreement with the Borrower, pursuant to which the Lender agreed to grant to the Borrower the Loan Facility.

As one of the applicable percentage ratios set out in Rule 19.06 of the GEM Listing Rules with respect to the grant of the Loan Facility exceeds 5% but is not more than 25%, the grant of the Loan Facility constitutes a discloseable transaction of the Company under Chapter 19 of the GEM Listing Rules.

LOAN AGREEMENT

being an indirect wholly owned being an indirect wholly owned being an indirect wholly owned
DateLender :2 August 2012 being an indirect wholly owned
:Yvonn e Credit Serv ice Company Limited,
subsidiary of the CompanyBorrower:Customer ALoan Facility:HK$4,000,000Loan Period:12 months expiring on 1 August 2013 or sucthe Lender and the BorrowerRepayment:Customer A shall repay the interests on aamount and interest at loan maturity daySecurity:A second legal charge/mortgage in respect owith a valuation conducted by an independenwith an amount of approximately HK$15.50under the first legal charge/mortgage withdeclaring the outstanding amount of the fi h later date to be agreemonthly basis with thef property located in Ht property valuer on 30million. The property isa statement from Curst legal charge/mortg
013 or suc d between
principalong KongJuly 2012currentlystomer Aage being
ng amoun o e
HK$7.45 million

The Loan Facility granted to the Borrower was funded by internal resources of the Group.

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INFORMATION OF CUSTOMER A

Customer A is an individual. To the best of the Directors’ knowledge, information and belief having made all reasonable enquiry, the Borrower is an Independent Third Party and not connected with the Company and its subsidiaries.

The Loan Facility is secured and carry an interest rate of 10% per annum which was determined with reference to the factors including, among others, (i) the usual practice of the Group comparing to the Group’s other clients; and (ii) the rules under section 24 of the Money Lending Ordinance (Cap. 163 of the laws of Hong Kong) which says the maximum effective rate of interest must not exceed 60% per annum.

REASONS FOR AND BENEFITS OF THE LOAN FACILITY

The Group is principally engaged in money lending business, property investment, financial instruments and quoted shares investment in Hong Kong and the retailing of beauty products and provision of beauty services, clinical services in Hong Kong and Macau. The Directors are of the view that the entering into of the Loan Agreement is in the Group’s ordinary and usual course of business; and on normal commercial terms within the meaning of the GEM Listing Rules. The Directors consider that the terms of the Loan Agreement are fair and reasonable and thus the entering into of the Loan Agreement is in the interests of the Company and the Shareholders as a whole.

GENERAL

As one of the applicable percentage ratios set out in Rule 19.06 of the GEM Listing Rules with respect to the grant of the Loan Facility exceeds 5% but is not more than 25%, the grant of the Loan Facility constitutes a discloseable transaction of the Company under Chapter 19 of the GEM Listing Rules.

DEFINITIONS

In this announcement, the following expressions have the meanings set out below unless the context otherwise requires:

“Borrower” Customer A
“Company” Unlimited Creativity Holdings Limited (Stock code: 8079), a company
continued in Bermuda with limited liability, the shares of which are listed on
GEM
“Director(s)” the director(s) of the Company
“GEM” the Growth Enterprise Market of the Stock Exchange
“GEM Listing Rules” the Rules Governing the Listing of Securities on GEM

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the Company and its subsidiaries

“Group”

“HK$” Hong Kong dollar, the lawful currency of Hong Kong
“Hong Kong” the Hong Kong Special Administrative Region of the People’s Republic of
China
“Independent Third Party” person(s) who or company(ies) together with its/their ultimate beneficial
owner(s) which, to the best of the Directors’ knowledge, information and
belief having made all reasonable enquiry, is/are third party(ies) independent
of the Company and its connected person(s)
“Lender” Yvonne Credit Service Company Limited, being an indirect wholly owned
subsidiary of the Company
"Loan Agreement" The agreement dated 2 August 2012 entered into between the Lender and the
Borrower
“Loan Facility” the loan facility of HK$4,000,000 granted by the Lender to the Borrower
pursuant to Loan Agreement
“Shareholder(s)” the holder(s) of the Shares
“Share(s)” ordinary share(s) of HK$0.01 each in the share capital of the Company
“Stock Exchange” The Stock Exchange of Hong Kong Limited
“%” per cent.

By order of the Board

Unlimited Creativity Holdings Limited Shiu Yeuk Yuen Chairman

Hong Kong, 2 August 2012

As at the date of this announcement, the Board comprises Mr. Shiu Yeuk Yuen and Mr. Leung Ge On Andy as executive Directors; Dr. Siu Yim Kwan, Sidney, Mr. Tsui Pui Hung and Mr. Kam Tik Lun as independent non-executive Directors.

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 the information contained in this announcement is accurate and complete in all material respects and not misleading or deceptive, and there are no other matters the omission of which would make any statement herein or this announcement misleading.

This announcement will remain on the Company’s website at www.ulcreativity.com and the “Latest Company Announcements” page of the GEM website for at least seven days from the date of its posting.

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