Wong Hong King made an offer to acquire remaining 35.17% stake in New Heritage Holdings Ltd. (SEHK:95) for approximately HKD 510 million in cash on February 13, 2014. Under the offer, 465.81 shares of New Heritage Holdings will be acquired at an offer price of HKD 1.1 per share. In addition, offers will be made for 23.75 outstanding options of New Heritage with an exercise price of HKD 0.235 at HKD 0.865 per option and also for convertible notes with an aggregate principal amount of HKD 40 million at HKD 1 for each HKD 1 face value of the outstanding convertible notes. If there are no outstanding options or convertible notes at the time when the share offer is made, the option offer or the convertible notes offer (as the case may be) will not be made.

Wong Hong King had entered into a letter of intent to acquire 64.83% stake in New Heritage Holdings Ltd. (SEHK:95) from TAOCHAIFU Choofuang, TAO Richard, TAO Paul, Tian Xiang Business Ltd. and others on November 26, 2013. In a related deal, New Heritage Holdings Ltd. (SEHK:95) signed an agreement to acquire the remaining 9.62% stake in New Heritage Development Limited from Asia Financial Holdings Limited (SEHK:662) on February 13, 2014. The offer will be funded by bank loan facilities.

It is expected that Taochaifu Choofuang, Tao Richard and Tao Paul, being the existing Executive Directors, and Chan Bernard Charnwut, being the existing non-executive Director, will resign and such resignation will take effect after the closing date of the offer. Wong Hong King intends to nominate new Directors to the Board. The offer will be made only in the event of the occurrence of the completion of agreement. An independent board committee has been established to advise the shareholders of New Heritage Holdings on the terms of the offer. The Optionholders of New Heritage Holdings Ltd. including Taochaifu Choofuang, Tao Richard, Tao Paul, Kong Mui Sum Lawrence and Yim Chun Leung, has given the Director's Irrevocable Undertaking on May 8, 2014 which is an irrevocable and unconditional undertaking to Wong Hong King that he shall exercise all of his Options in full before the closing date and he shall not accept the option offer in respect of any options. Four Directors, namely Taochaifu Choofuang, Tao Richard, Kong Mui Sum Lawrence and Yim Chun Leung, exercised their options in full on May 15, 2014 pursuant to the Directors' Irrevocable Undertakings. As on May 15, 2014, the Independent Board Committee of New Heritage Holdings Ltd. recommended its shareholders to approve the transaction in the shareholders meeting. The offer will open for acceptance from May 15, 2014 and will close on June 5, 2014 unless Wong Hong King revises or extends. Latest date for posting of remittances in respect of valid acceptances received under the offers on June 16, 2014.

Kingston Corporate Finance Limited acted as financial advisor to Wong Hong King. Oriental Patron Asia Limited acted as financial advisor to New Heritage Holdings Ltd. Ample Capital Limited acted as the financial advisor for the independent board committee of New Heritage. Kingston Securities Limited made the offer on behalf of Wong Hong King. Tricor Investor Services Limited acted as transfer agent for New Heritage Holdings Ltd.

Wong Hong King completed the acquisition of an additional 18.1% stake in New Heritage Holdings Ltd. (SEHK:95) for approximately HKD 260 million in cash on June 5, 2014. Wong Hong King received valid acceptances for 239.76 million shares and 0.48 million options. At close of the offer on June 5, 2014, Huang Jingshu has been appointed as Chairman of the Board, Ye Xingan, Chen Tieshen and Deng Chengying have been appointed as members of the executive committee, Zhu Jiu Sheng has been appointed as Chairman of the audit committee, Wang Jing has been appointed as member of the audit committee and Hu Gin Ing has been appointed as Chairman of the remuneration committee.