09:47 HENG TAI<00197> - Announcement (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. HENG TAI CONSUMABLES GROUP LIMITED (Incorporated in the Cayman Islands with limited liability) (Stock code: 0197) DISCLOSEABLE TRANSACTION IN RELATION TO CAPITAL CONTRIBUTION IN SENOX CO., LTD. The Board announces that on 4 February 2005, Hurdle, a wholly-owned subsidiary of the Company, entered into an agreement with Super Smart and Pacific Link relating to the Capital Contribution. CAPITAL CONTRIBUTION It was agreed under the Agreement that the issued share capital of Senox be increased and each of the existing shareholders of Senox, including Hurdle, would make its respective capital contribution pro rata to its shareholding to Senox. DISCLOSEABLE TRANSACTION The Transaction constitutes a discloseable transaction for the Company under Chapter 14 of the Listing Rules and the Company will send a circular containing further details regarding the Transaction as soon as practicable and in accordance with the Listing Rules. INTRODUCTION Hurdle, a wholly-owned subsidiary of the Company, Super Smart and Pacific Link entered into agreements on 5 March 2003 and 18 March 2004, respectively, in relation to the establishment of a logistic centre in Zhongshan, the PRC. Pursuant to such agreements, Hurdle, Super Smart and Pacific Link became the shareholders of Senox. Hurdle has invested HK$14,151,000 in Senox pursuant to the 2003 Agreement and an additional HK$14,151,000 in Senox pursuant to the 2004 Agreement. Hurdle owns 30% of the issued share capital of Senox as at the date of this announcement. Senox is the beneficial owner of the entire issued share capital of Sino Combo which in turn is the owner of the entire equity interest in Jin Tao. Jin Tao is the owner of Zhongshan Logistic Centre. Zhongshan Logistic Centre is currently under construction and approximately 70% of its construction work is completed as at the date of this announcement. The Board announces that on 4 February 2005, Hurdle entered into the Agreement with Super Smart and Pacific Link relating to the Capital Contribution. It was agreed under the Agreement that the issued share capital of Senox be increased and each of the existing shareholders of Senox, including Hurdle, would make its respective capital contribution pro rata to its shareholding to Senox. The Transaction constitutes a discloseable transaction for the Company under Chapter 14 of the Listing Rules and the Company will send a circular containing further details regarding the Transaction as soon as practicable and in accordance with the Listing Rules. THE AGREEMENT On 4 February 2005, Hurdle, Super Smart and Pacific Link entered into the Agreement. Parties (1) Hurdle; (2) Super Smart; and (3) Pacific Link Capital Contribution As at the date of this announcement, the issued share capital of Senox is approximately HK$94.3 million which is fully paid up by each of the existing shareholders of Senox. Pursuant to the Agreement, the parties to the Agreement, being all the shareholders of Senox, have agreed to increase the issued share capital of Senox from approximately HK$94.3 million to HK$130 million. Accordingly, each of the existing shareholders of Senox will have to make the capital contribution to Senox pro rata to its shareholding. As 30% of the issued share capital of Senox was held by Hurdle, Hurdle would have to contribute an amount of HK$10,698,000 as capital contribution to Senox. The Capital Contribution is expected to be paid in full by each of the shareholders of Senox on or before 30 June 2005. SENOX