09:47     QUALITY HEALTH<00593> - Announcement & Resumption (7)               

    Independent Shareholders, or if the latter is not granted by              
    the Executive, the Offer will immediately lapse.                          
                                                                              
    WARNING: Dealings in the Shares and Warrants will continue                
    notwithstanding any of the Conditions may remain unfulfilled.             
    During such period, persons selling or purchasing the Shares              
    and Warrants will bear the risk that the Offer may lapse.                 
    Shareholders and potential investors are therefore advised to             
    exercise caution when dealing in the Shares and Warrants and              
    should consult with their professional advisers when in doubt.            
                                                                              
    If the Offer is declared unconditional, the      Qualifying               
    Shareholders will be able to accept the Offer in an additional            
    period of at least 14 days thereafter. The Company reserves the           
    right to extend the time for the Qualifying Shareholders to               
    accept the Offer to the maximum period allowed under the                  
    Takeovers Code and the Repurchase Code.                                   
                                                                              
    Acceptances duly received will become irrevocable and cannot              
    be withdrawn after the Offer has been declared unconditional.             
                                                                              
    Detailed terms and conditions of the Offer will be set out in             
    the Offer Document to be despatched to the Shareholders as soon           
    as practicable.                                                           
                                                                              
    INFORMATION ON THE GROUP                                                  
                                                                              
    The principal business activity of the Company is investment              
    holding and through its subsidiaries engages in the business              
    of health administration, medical scheme administration and the           
    provision of healthcare services.                                         
                                                                              
    Turnover of the Group for the year ended 31st December 2003 was           
    HK$743.5 million representing a 0.9% increase as compared to              
    the turnover from continuing operations of the year 2002 which            
    was mainly attributed to an increase in the number of corporate           
    contracts. The Group recorded a net profit attributable to the            
    Shareholders of HK$24.4 million for the year ended 31st December          
    2003 versus a net profit of HK$54.1 million as recorded for the           
    year 2002 after incorporating a gain of HK$37.1 million on                
    disposal/deemed disposal of discontinued operations. Earnings             
    per Share for the year 2003 was HK11.3 cents versus earnings              
    per Share of HK25.0 cents for the year 2002. As at 31st December          
    2003, the Group's net asset value per Share was HK49.8 cents.             
                                                                              
    Turnover of the Group for the six months ended 30th June 2004             
    was HK$383.5 million representing a 7.4% increase as compared             
    to that of the same period in 2003 which was mainly attributed            
    to the increase in healthcare visits from corporate and private           
    paying clients. The Group recorded a net profit attributable              
    to the Shareholders of HK$20.1 million for the six months ended           
    30th June 2004 versus a net profit of HK$4.4 million as recorded          
    in the same period in 2003. Earnings per Share for the six months         
    ended 30th June 2004 was HK9.3 cents versus earnings per Share            
    of HK2.0 cents as recorded in the same period in 2003. As at              
    30th June 2004, the Group's net asset value per Share was HK55.8          
    cents.                                                                    
                                                                              
    The table below summarises the financial effects of the Offer             
    on the net asset value assuming full acceptance of the Offer              
    by the Shareholders, based on the unaudited net asset value of            
    the Group as at 30th June 2004 and assuming that the Offer had            
    taken place at 30th June 2004:-                                           
                                                                              
                            Upon completion                                   
            Prior to the Offer              of the Offer                      
            HK$'000         HK$'000                                           
                                                                              
    Unaudited net asset value as at 30th June 2004  120,941