09:15     G-PROP (HOLD)<00286> - Announcement (2)                             

    Placing Price:                                                            
                                                                              
    The Placing Price of HK$0.255 per Share (the net placing                  
    price of the Placing of approximately HK$0.25 per Share)                  
    was agreed on 1 February 2005 after arm's length                          
    negotiations between the Company and the Placing Agent.                   
    Such price represents (i) a discount of approximately                     
    16.39% to the closing price of the Shares of HK$0.305 quoted              
    on the Stock Exchange on 1 February 2005, being the date                  
    of the Placing Agreement; (ii) a discount of approximately                
    18.27% to the average closing price of the Shares of                      
    HK$0.312 quoted on the Stock Exchange for the five                        
    consecutive trading days immediately prior to 1 February                  
    2005; and (iii) a discount of approximately 19.81% to the                 
    average closing price of the Shares of HK$0.318 quoted on                 
    the Stock Exchange for the ten consecutive trading days                   
    immediately prior to 1 February 2005.                                     
                                                                              
    The Directors consider that the Placing Price is fair and                 
    reasonable and in the interest of the Company and its                     
    shareholders as a whole.  The gross proceeds from the                     
    Placing Shares will be approximately HK$26.21 million.                    
                                                                              
    Underwriting commission payable to the Placing Agent:                     
                                                                              
    The Placing is fully underwritten by the Placing Agent with               
    underwriting commission calculated as 1.5% of the amount                  
    equal to the Placing Price multiplied by the number of the                
    Placing Shares.  The net proceeds from the Placing, after                 
    deducting the underwriting commission and other expenses,                 
    will be approximately HK$25.78 million.                                   
                                                                              
    General Mandate:                                                          
                                                                              
    The Placing Shares will be allotted and issued pursuant to                
    the general mandate granted to the Directors at the                       
    Company's annual general meeting held on 18 May 2004.  As                 
    at the date of this announcement, no Shares have been issued              
    and allotted pursuant to such general mandate.  The Placing               
    will utilize approximately 74.36% of the Shares to be issued              
    and allotted pursuant to this general mandate.                            
                                                                              
    Ranking of Placing Shares:                                                
                                                                              
    The Placing Shares will rank pari passu in all respects                   
    among themselves and with the existing issued Shares.                     
                                                                              
    Condition of the Placing:                                                 
                                                                              
    The Placing is conditional upon the Listing Committee of                  
    the Stock Exchange granting listing of, and permission to                 
    deal in the Placing Shares.                                               
                                                                              
    The condition must be fulfilled on or before 8 March 2005                 
    (or such later date as may be agreed between the Company                  
    and the Placing Agent), failing which the Placing shall                   
    cease and terminate.  Application will be made by the                     
    Company to the Stock Exchange for the listing of and                      
    permission to deal in the Placing Shares.                                 
                                                                              
    Closing Date:                                                             
                                                                              
    The Placing shall complete on the second Business Day after               
    the fulfillment of the condition of the Placing (or such                  
    other date as may be agreed between the Company and the                   
    Placing Agent).                                                           
                                                                              
    PURPOSES OF PLACING AND USE OF PROCEEDS                                   
                                                                              
    The Company's principal activities are property investment                
    and property leasing.                                                     
                                                                              
    The gross proceeds from the Placing will be approximately                 
    HK$26.21 million and the net proceeds from the Placing will               
    be approximately HK$25.78 million, among which                            
    approximately HK$23 million will be used to repay amounts                 
    due to fellow subsidiaries of the Company and approximately               
    HK$2.78 million will be used as general working capital of                
    the Group.  The reason for the Placing is to raise                        
    additional funds for such application.                                    
                                                                              
    The Directors expect that the Placing will enhance the                    
    capital base of the Company, thereby broadening the                       
    Company's shareholders base.