Well Way : (1) DESPATCH OF THE CIRCULAR; (2) THE EXTENSION LETTER TO THE UNDERWRITING AGREEMENT AS SUPPLEMENTED BY THE SUPPLEMENTAL UNDERWRITING AGREEMENT; (3) REVISED TIMETABLE RELATING TO THE CHANGE IN BOARD LOT SIZE AND THE NEW RIGHTS ISSUE; AND (4) CHANGE OF BOOK CLOSURE PERIODS AND THE RECORD DATE (in PDF)

E151233015Ann.indd

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.

This announcement appears for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for the securities of the Company.

Well Way Group Limited

和 滙 集 團 有 限 公 司

(to be renamed as Global Mastermind Holdings Limited) (Incorporated in the Cayman Islands with limited liability)

(Stock Code: 8063)

1. DESPATCH OF THE CIRCULAR;
2. THE EXTENSION LETTER TO THE UNDERWRITING AGREEMENT AS SUPPLEMENTED BY THE SUPPLEMENTAL UNDERWRITING AGREEMENT;
3. REVISED TIMETABLE RELATING TO THE CHANGE IN BOARD LOT SIZE AND THE NEW RIGHTS ISSUE; AND
4. CHANGE OF BOOK CLOSURE PERIODS AND THE RECORD DATE

1. DESPATCH OF THE CIRCULAR

   
   

   The Board is pleased to announce that the Circular containing, among other things, further details about the New Rights Issue will be despatched by the Company to the Shareholders on or before 24 December 2015.

   
   

2. EXTENSION LETTER TO THE UNDERWRITING AGREEMENT

As a result of the delay in despatch of the Circular, on 21 December 2015, the Company and the Underwriters entered into the Extension Letter to amend (i) the latest time for lodging the transfers of Shares in order to qualify for the New Rights Issue; (ii) the Latest Time for Acceptance; (iii) the Latest Time for Termination; (iv) the Prospectus Posting Date; and (v) the Record Date of the Underwriting Agreement as supplemented by the Supplemental Underwriting Agreement in accordance with the relevant dates set out in the revised timetable below or such other time(s) or date(s) as the Company may determine.

1. REVISED TIMETABLE RELATING TO THE CHANGE IN BOARD LOT SIZE AND THE NEW RIGHTS ISSUE

   
   

   The revised timetable of the New Rights Issue and the Change in Board Lot Size is set out in this announcement.

   
   

2. CHANGE OF BOOK CLOSURE PERIODS AND THE RECORD DATE

   
   

   The Shareholders and the public should note that as a result of the change in the timetable:

   
   

3. the register of members of the Company will be closed from Monday, 11 January 2016 to Friday, 15 January 2016, both dates inclusive, for determining the right to attend the EGM for New Rights Issue; and

   
   

4. the Record Date to determine entitlements to the New Rights Issue is now changed to Wednesday, 27 January 2016 and the register of members of the Company will be closed from Thursday, 21 January 2016 to Wednesday, 27 January 2016, both dates inclusive, for determining the entitlements under the New Rights Issue.




No transfer of shares of the Company will be registered during the aforesaid both periods.




Terms capitalised herein unless defined otherwise shall have the same meaning as those in the announcements of Well Way Group Limited dated 8 October 2015 and 13 November 2015. ("Announcements").




Reference is made to the Announcements in relation to, among other matters, the New Rights Issue on the basis of two Rights Shares for every one existing Share held on the Record Date and the announcements of the Company dated 23 November 2015 and 18 December 2015 in relation to the delay in despatch of the Circular.




1. DESPATCH OF THE CIRCULAR

   
   

   As stated in the announcement of the Company dated 18 December 2015, the Circular containing, among other things, (i) further details about the New Rights Issue (including the absence of excess application arrangement) and the Underwriting Agreement as supplemented by the Supplemental Underwriting Agreement; (ii) a letter of recommendation from the Independent Board Committee to the Independent Shareholders in respect of the New Rights Issue (including the absence of excess application arrangement) and the Underwriting Agreement as supplemented by the Supplemental Underwriting Agreement; (iii) a letter of advice from the Donvex Capital Limited to the Independent Board Committee and the Independent Shareholders on the New Rights Issue (including the absence of excess application arrangement) and the Underwriting Agreement as supplemented by the Supplemental Underwriting Agreement; and (iv) the notice convening the EGM, will be despatched to the Shareholders on or before 24 December 2015.

2. EXTENSION LETTER TO THE UNDERWRITING AGREEMENT

   
   

   As a result of the delay in despatch of the Circular, on 21 December 2015, the Company and the Underwriters entered into an extension letter ("Extension Letter"), pursuant to which the Underwriters agreed to amend (i) the latest time for lodging the transfers of Shares in order to qualify for the New Rights Issue; (ii) the Latest Time for Acceptance; (iii) the Latest Time for Termination; (iv) the Prospectus Posting Date; and (v) the Record Date of the Underwriting Agreement as supplemented by the Supplemental Underwriting Agreement in accordance with the relevant dates set out in the revised timetable below or such other time(s) or date(s) as the Company may determine.

   
   

   Save for the amendments as mentioned above, there is no other change to the Underwriting Agreement as supplemented by the Supplemental Underwriting Agreement.

   
   

3. REVISED TIMETABLE RELATING TO THE CHANGE IN BOARD LOT SIZE AND THE NEW RIGHTS ISSUE




The revised expected timetable for the proposed change in board lot size and the New Rights Issue is set out below:




2016




Latest time for lodging transfer of Shares to

qualify for attendance and voting at the EGM . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4:30 p.m. on

Friday, 8 January




Closure of register of members of the Company to determine the qualification for attendance and

voting at the EGM . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Monday, 11 January to

Friday, 15 January (both dates inclusive)




Latest time for lodging proxy form of the EGM . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10:00 a.m. on

Wednesday, 13 January Record date for attendance and voting at the EGM . . . . . . . . . . . . . . . . . . . . . . . Friday, 15 January

Expected time and date of the EGM . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10:00 a.m. on

Friday, 15 January

2016

Announcement of the results of the EGM . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Friday, 15 January Last day of dealings in the Shares on cum-rights basis . . . . . . . . . . . . . . . . . . . Monday, 18 January Ex-date (the first day of dealings in Shares on

ex-rights Basis) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Tuesday, 19 January




Latest time for lodging transfers of Shares in order to

qualify for the New Rights Issue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4:30 p.m. on

Wednesday, 20 January




Register of members closes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Thursday, 21 January to

Wednesday, 27 January (both dates inclusive)




Record Date. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .Wednesday, 27 January




Last day for trading of the Shares with

old board lot size in the original counter . . . . . . . . . . . . . . . . . . . . . . . . . .Wednesday, 27 January Register of members reopens. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Thursday, 28 January

Effective date and time of change in board lot size

from 10,000 Shares to 50,000 Shares. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9:00 a.m. on

Thursday, 28 January




Designated brokers starts to stand in the market to

provide matching services for sale and purchase of

odd lots of Shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9:00 a.m. on

Thursday, 28 January Despatch of Prospectus Documents . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Thursday, 28 January

First day of dealings in nil-paid Rights Shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9:00 a.m. on

Monday, 1 February