09:30 LONG FAR PHARMA<02898> - Announcement & Resumption (2) (2) Parties: Vendor: Ever Up International Investment Limited. To the best of the Directors' knowledge, information and belief having made all reasonable enquiry, the Vendor and its ultimate beneficial owner(s) and their respective associates (as defined in the Listing Rules) are third parties independent of the Company and its connected persons (as defined in the Listing Rules). The Company has been informed by the Vendor that the Vendor is engaged in property investments. Purchaser: Long Far Investment (Hong Kong) Limited (formerly known as Great Chance Investment Limited), a wholly-owned subsidiary of the Company. (3) Property: 14th Floor, Tower One, Ever Gain Plaza, No. 88 Container Port Road, Kwai Chung, New Territories, Hong Kong occupying a total gross floor area of 23,198 square feet. The Property is currently leased to a tenant (who together with its ultimate beneficial owner(s) are, to the best of the Directors' knowledge, information and belief having made all reasonable enquiry, third parties independent of the Company and the Company's connected persons (as defined in the Listing Rules)). The Property will be sold to the Purchaser on a vacant possession basis free from any tenancy. (4) Completion: On or before 15 April 2005. (5) Consideration: The Consideration is HK$31,380,000 which has been or will be paid by the Purchaser to the Vendor in cash in the following manner:- (i) HK$1,569,000, representing 5% of the Consideration, has been paid upon signing of the Provisional Sale and Purchase Agreement; (ii) HK$1,569,000, representing 5% of the Consideration, will be paid upon signing of the Formal Agreement; and (iii) The balance of the Consideration in the sum of HK$28,242,000 will be paid upon completion of the Acquisition on or before 15 April 2005. The Company plans to finance the Acquisition as to approximately 40% of the Consideration by internal resources of the Group and approximately 60% of the Consideration by bank mortgage loan. The Property was valued at HK$31,500,000 as at 14 January 2005 by the Valuer. The Consideration was arrived at after arm's length negotiations between the Vendor and the Purchaser by reference to information available to the Company based on discussions made with several bankers about the valuation of the Property. (6) Conditions: Completion of the Acquisition is conditional upon the consent or approval as required under the Listing Rules or such other regulatory requirements being obtained where applicable. In the event that the Purchaser is not able to complete the Acquisition (other than due to the Vendor's default in whole or in part), all deposits paid by the Purchaser will be forfeited to the Vendor, whereupon none of the parties thereto will have any further claims against each other. REASONS FOR AND BENEFITS OF THE ACQUISITION The Group is engaged in the trading of proprietary Chinese medicines and the manufacture and distribution of pharmaceutical products. The Property will be used as the new office of the Group. The Board considers that the Acquisition will benefit the Group as it will save the Group's rental expenses for its existing office, which currently is at an annual amount of approximately HK$2 million (as