09:43     SHOUGANG GRAND<00730> - Announcement (2)                            

    As disclosed in the Offer Document, the SCG Group is                      
    principally engaged in property investment and management in              
    Hong Kong. During the year 2004, the SCG Group has taken a                
    fresh look at its core business and has disposed certain of               
    its properties and the directors of SCG believe that the SCG              
    Group's resources could be better applied in other investment             
    opportunities that offer a more attractive return. In this                
    regard, the directors of SCG also believe that the SCG Group              
    may continue to dispose certain of its properties should any              
    reasonable opportunities arise and apply the proceeds in new              
    business opportunities, which include the multimedia sector               
    and other sectors that, in the opinion of the directors of SCG,           
    may achieve a more attractive return, to diversify its                    
    existing business.                                                        
                                                                              
    The board of directors of GDC is of the view that the                     
    Memorandum, which is non binding in nature save for the                   
    exclusivity right and confidentiality provisions, merely                  
    represents the intention of SCG to consider the Proposed                  
    Transaction. Due diligence review and valuation of the                    
    subscription shares have yet to be started and the principal              
    terms of the formal subscription agreement have yet to be                 
    negotiated. Save for the information as disclosed in the MOU              
    Announcement, no further information on the Proposed                      
    Transaction could be available to the board of directors of               
    GDC. Accordingly, the board of directors of GDC at this stage             
    could not come to any conclusion as to the possible impacts of            
    the Proposed Transaction on the Offers. However, the board of             
    directors of GDC would like to draw the attention of the GDC              
    Shareholders to the MOU Announcement and advise the GDC                   
    Shareholders to take note of any further developments of the              
    Proposed Transaction and bear the possibility of the Proposed             
    Transaction as a new factor when considering whether they                 
    should accept the Share Exchange Offer.                                   
                                                                              
    First Shanghai Capital Limited ("First Shanghai"), the                    
    independent financial adviser to the independent board                    
    committee of GDC (the "Independent Board Committee"), has                 
    reviewed the MOU Announcement and the views of the directors              
    of SCG and GDC in this announcement. As disclosed in the MOU              
    Announcement, the directors of SCG have stated that the                   
    initial subscription price is proposed to be HK$800 million.              
    It is further disclosed in this announcement that the                     
    consideration may be satisfied in cash from SCG's internal                
    resources and/or borrowings and/or issue of securities or a               
    combination of any of these methods, and based on the existing            
    financial position of SCG, SCG may require further funds to               
    finance the Proposed Transaction by way of borrowings and/or              
    issue of securities. Accordingly, SCG's gearing ratio will be             
    increased and/or the shareholders' interests in SCG (including            
    the shareholders' interests of GDC Shareholders who choose to             
    accept the Share Exchange Offer in SCG after the completion of            
    the Share Exchange Offer) will be diluted if SCG chooses to               
    finance the Proposed Transaction by way of borrowings and/or              
    issue of securities respectively. However, due to no further              
    information on the Proposed Transaction would be made                     
    available to First Shanghai save as those stated in the MOU               
    Announcement and this announcement, First Shanghai would not              
    be able to further assess the possible impacts and/or extent              
    of the possible impacts of the Proposed Transaction on the                
    Offers. GDC Shareholders and GDC Optionholders are reminded               
    that the recommendation of First Shanghai and Independent                 
    Board Committee as stated in the response document of GDC                 
    dated 27 January 2005 has not yet taken into consideration the            
    possible impacts of the Proposed Transaction. GDC Shareholders            
    are advised to take note of any further developments of the               
    Proposed Transaction and the possible materialisation of the              
    Proposed Transaction when considering whether they should                 
    accept the Offers.                                                        
                                                                              
    As there is no assurance that the Proposed Transaction will be            
    materialised, shareholders of SCG and investors should                    
    exercise caution in dealing with the securities of SCG.                   
    Further announcement(s) will be made by SCG in respect of the             
    Proposed Transaction as and when appropriate.                             
                                                                              
                                                                              
    By Order of the Board                                                     
    Shougang Concord Grand (Group) Limited                                    
    Cao Zhong                                                                 
    Vice Chairman                                                             
                                                                              
    By Order of the Board                                                     
    Global Digital Creations Holdings Limited                                 
    Dr. Deng Wei                                                              
    Vice Chairman