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ZO Future Group Capital/Financing Update 2011

May 4, 2011

50510_rns_2011-05-04_3ff39a91-c689-424c-9976-9141f32ea05e.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.

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BIRMINGHAM INTERNATIONAL HOLDINGS LIMITED 伯明翰環球控股有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 2309)

COMPLETION OF FIRST TRANCHE OF BEST EFFORT PLACING

The Board is pleased to announce that the placing of the first tranche of Best Effort Placing Shares under the Best Effort Placing was completed on 4 May 2011 in accordance with the terms and conditions of the Best Effort Placing Agreement. An aggregate of 250,000,000 Best Effort Placing Shares, representing approximately 6.43% of the issued share capital of the Company as enlarged by the Best Effort Placing as at the date of this announcement, have been placed to not fewer than six placees at HK$0.20 per Placing Share.

Reference is made to the announcements of Birmingham International Holdings Limited (the “ Company ”) dated 22 October 2010, 25 February 2011 and 25 March 2011 and the Company’s circular dated 8 November 2010 (the “ Circular ”) in relation to the placing of new shares under specific mandates. Terms used in this announcement shall have the same meanings as those defined in the Circular unless otherwise stated therein.

COMPLETION OF THE BEST EFFORT PLACING

The Board is pleased to announce that the placing of the first tranche of Best Effort Placing Shares under the Best Effort Placing was completed on 4 May, 2011 in accordance with the terms and conditions of the Best Effort Placing Agreement. An aggregate of 250,000,000 Best Effort Placing Shares, representing approximately 6.43% of the issued share capital of the Company as enlarged by the Best Effort Placing as at the date of this announcement, have been placed to not fewer than six placees, who and whose ultimate beneficial owners are not connected persons of the Company and its connected persons, at HK$0.20 per Placing Share.

The net proceeds from the Best Effort Placing (after deducting the placing commission, professional fees and other expenses incidental to the Best Effort Placing) is approximately HK$49 million.

After the placing of the above-mentioned 250,000,000 Best Effort Placing Shares, a maximum of 850,000,000 Best Effort Placing Shares are available for placing on a best effort basis in accordance with the terms and conditions of the Best Effort Placing Agreement.

SHAREHOLDING STRUCTURE OF THE COMPANY

Set out below is the shareholding structure of the Company immediately before and after completion of the Best Effort Placing:

Immediately before completion of Immediately after completion of
the Best Effort Placing the Best Effort Placing
Shareholders Number of Shares Approximate % Number of Shares Approximate %
Great Luck
Management
Limited_(Note 1)_ 720,469,066 19.81 720,469,066 18.53
Mr. Yeung 185,452,800 5.10 185,452,800 4.77
Premier Rise
Investment
Limited_(Note 2)_ 163,800,000 4.50 163,800,000 4.21
Mr. Liu Xingcheng 453,237,000 12.46 453,237,000 11.66
Placees of the Best
Effort Placing
Shares 250,000,000 6.43
Other public
Shareholders 2,114,794,534 58.13 2,114,794,534 54.40
Total: 3,637,753,400 100.00 3,887,753,400 100.00

Notes:

  1. Great Luck Management Limited is a company incorporated in the BVI and wholly-owned by Mr. Yeung, an executive Director.

  2. Premier Rise Investments Limited is a company incorporated in the BVI and wholly-owned by Mr. Hui Ho Luek, Vico, an executive Director.

By Order of the Board

Birmingham International Holdings Limited Hui Ho Luek, Vico

Executive Director and Chief Executive Officer

Hong Kong, 4 May 2011

As at the date of this announcement, the executive directors of the Company are Mr. Yeung Ka Sing, Carson, Mr. Hui Ho Luek, Vico, Mr. Steven McManaman, Mr. Lee Yiu Tung, Mr. Chan Shun Wah, Mr. Ip Wing Lun and Ms. Wong Po Ling, Pauline, the non-executive director is Mr. Chan Wai Keung and the independent non-executive directors are Mr. Chang Kin Man, Mr. Yau Yan Ming, Raymond and Mr. Zhou Han Ping.

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