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Wisdomcome Group Holdings Ltd. Capital/Financing Update 2013

May 29, 2013

51257_rns_2013-05-29_54f4d72c-2b4a-4a77-8ed7-5e3e190b1632.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 PROVISION OF FINANCIAL ASSISTANCE

On 29 May 2013, the Lender entered into the Loan Agreement with the Borrower, pursuant to which the Lender agreed to grant to the Borrowers the Loan Amount.

As the relevant applicable percentage ratios set out in Rule 19.06 of the GEM Listing Rules with respect to the grant of the Loan Amount exceed 5% but are not more than 25%, the provision of financial assistance constitutes a discloseable transaction of the Company under Chapter 19 of the GEM Listing Rules.

LOAN AGREEMENT

Date : 29 May 2013
Lender : Yvonne Credit Service Company Limited, being an indirect wholly owned
subsidiary of the Company
Borrowers : Customer A
Loan Amount : HK$1,700,000
Loan Period : 12 months expiring on 28 May 2014 or such later date to be agreed between
the Lender and the Borrowers
Repayment : Borrowers shall repay the principal amount with interests on a monthly basis
Security : All monies’ legal charge/mortgage in respect of a property located in Hong
Kong with a valuation of approximately HK$4.68 million conducted by an
independent property valuer on 24 May 2013. The property has no outstanding
amount under the first legal charge/mortgage

The Loan Amount granted to the Borrowers was funded by internal resources of the Group.

The lender and the Borrowers have not entered into any transactions within the past twelve months that need to be aggregated with the Loan Amount pursuant to Rules 19.22 of the GEM Listing Rules.

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INFORMATION OF THE BORROWER

The Borrowers are individual. To the best of the Directors’ knowledge, information and belief having made all reasonable enquiry, the Borrowers are Independent Third Party and not connected with the Company and its subsidiaries.

The Loan Amount is secured and carry an interest rate of 20% 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).

REASONS FOR AND BENEFITS OF THE PROVISION OF FINANCIAL ASSISTANCE

The Group is principally engaged in money lending business, property investment, financial instruments and quoted shares investment in Hong Kong. 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 the relevant applicable percentage ratios set out in Rule 19.06 of the GEM Listing Rules with respect to the grant of the Loan Amount exceed 5% but are not more than 25%, the provision of financial assistance 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:

“Borrowers” 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
“Group” the Company and its subsidiaries
“HK$” Hong Kong dollar, the lawful currency of Hong Kong

“Hong Kong” the Hong Kong Special Administrative Region of the People’s Republic of

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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 29 May 2013 entered into between the Lender and the Borrowers “Loan Amount” the loan amount of HK$1,700,000 granted by the Lender to the Borrowers 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, 29 May 2013

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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