11:11 MAXX BIOSCIENCE<00512>-Announcement&Resumption of Trading-14 `Offer Shares' not less than 715,956,000 Shares but not more than 719,868,000 Shares to be issued under the Open Offer `Option(s)' the outstanding option(s) granted by the Company pursuant to the share option scheme of the Company adopted on 17 May 2002 `Payton Place' Payton Place Limited, a company incorporated in the British Virgin Islands, the entire issued share capital of which is beneficially and legally owned by Ms. Lo `Promissory Notes' the promissory notes in the principal amount of HK$28,000,000.00 issued by the Company to Payton Place on 10 December 2003 the maturity date of which falls on 9 December 2006 as announced on 15 October 2003 `Prospectus' a prospectus containing details of the Open Offer to be issued by the Company `Prospectus Documents' the Prospectus, the Assured Allotment Letter and the Excess Application Form relating to the Open Offer `Qualifying Shareholder(s)' Shareholder(s), other than the Excluded Shareholder(s), whose name(s) appear(s) on the register of members of the Company on the Record Date `Record Date' Tuesday, 22 February 2005, the date by reference to which entitlements under the Open Offer will be determined `Registrar' Computershare Hong Kong Investor Services Limited, the branch registrar of the Company in Hong Kong `Settlement Date' Friday, 11 March 2005, being the third business day after the latest time for acceptance of the Offer Shares `SGM' a special general meeting of the Company to be convened and held for the consideration and approval of the Open Offer `Share(s)' share(s) of HK$0.01 each in the share capital of the company `Shareholder(s)' holder(s) of the Share(s) `Shortfall Underwritten any Underwritten Shares not Shares' accepted by Shareholders or for which duly completed Assured Allotment Letters or Excess Application Forms (accompanied by cheques or banker's cashier orders for the full amount payable on application which are honoured on first or, at the option of the Company, subsequent presentation) have not been lodged for acceptance, or received, as the case may be, on or before the latest time for acceptance of the Offer Shares `Stock Exchange' The Stock Exchange of Hong Kong Limited `Subscription Price' the subscription price of HK$0.11 per Offer Share pursuant to the Open Offer `Underwriters' Kingston Securities Limited Luen Fat Securities Company Limited Ever-Long Securities Co. Limited Get Nice Investment Limited Emperor Securities Limited China Merchant Securities (HK) Co., Limited VC Brokerage Limited `Underwriting Agreement' the agreement dated 20 December, 2004 between the Company, the Underwriters and Vision Ocean relating to the underwriting in respect of