09:11 NEOLINK CYBER<08116>-Announcement&Resumption of Trading (1) The Stock Exchange of Hong Kong Limited takes no responsibility for the contents of this announcement, makes no representation as to its accuracy or completeness and expressly disclaims any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement. NEOLINK CYBER TECHNOLOGY (HOLDING) LIMITED (Incorporated in the Cayman Islands with limited liability) (Stock Code: 8116) Major Transaction and Continuing Connected Transactions The Board is pleased to announce that on 27 December 2004, the Company, China Gocom and Pem-America entered into the Subscription Agreement in respect of a subscription of 33,333 shares in China Gocom by Pem-America for a consideration of HK$23 million. Moreover, Neolink Intercity, a wholly-owned subsidiary of China Gocom, also entered into the Exclusive Services Agreement and the Licence Agreement on 27 December 2004 for the carrying out of the CarBase project. The CarBase project refers to all products, technology, solutions and the respective derivative intangible assets relating to the provision of call centre services and vehicle telematic information services. It aims to provide drivers and passengers comprehensive telematic information services in relation to navigation, safety, entertainment and business. The Subscription Agreement will raise fund, through the subscription of shares in China Gocom by Pem-America, for the development and commercialisation of the CarBase project without exerting a pressure on the Group for the provision for such fund. The Licence Agreement enables Neolink Intercity to produce and sell suitable terminals to be installed in vehicles so that value-added services under the CarBase project can be provided to drivers and passengers. The Exclusive Services Agreement engages Haoyuan Yingte, a licensed operator permitted to provide telephone information services through the public telephone network in the PRC, for the provision of a telemedia platform to enable subscribers of the CarBase project to obtain the various value-added services under the CarBase project. The Directors, including the independent non-executive directors, consider that the Subscription Agreement, the Licence Agreement and the Exclusive Services Agreement are entered into: (i) in the ordinary and usual course of businesses of the Group; (ii) on an arm's length basis and normal commercial terms; and (iii) on terms that are fair and reasonable and in the interests of the Company and its shareholders as a whole. The Subscription Agreement results in a deemed disposal of the Group's interest in China Gocom and its subsidiaries and constitutes a major transaction of the Company under Rule 19.06(3) of the GEM Listing Rules. Accordingly, the Subscription Agreement is conditional upon, amongst other things, the approval of the shareholders of the Company. Since Haoyuan Yingte is jointly owned by associates of two substantial shareholders of Infonet Group Co., Ltd., the controlling shareholder of the Company holding