09:27     EZCOM HOLDINGS<00312> - 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.                                                     
                                                                              
    EZCOM HOLDINGS LIMITED                                                    
    (Incorporated in Bermuda with limited liability)                          
    (Stock Code: 312)                                                         
                                                                              
    SUBSCRIPTION FOR NEW SHARES                                               
                                                                              
    SUMMARY                                                                   
    The board of directors of Ezcom Holdings Limited (the                     
    "Company") wishes to announce that a subscription                         
    agreement was entered into on 28 February 2005 between                    
    the Company and a subscriber (the "Subscriber"),                          
    being an independent third party, pursuant to which                       
    the Company, will allot 20,000,000 shares of HK$0.01                      
    each to the Subscriber at a price of HK$0.15 per                          
    Subscription Share.                                                       
                                                                              
    The price and the terms of the Subscription Agreement                     
    have been arrived at after arm's length negotiations                      
    between the Company and the Subscriber. The price of                      
    HK$0.15 per Subscription Share represents (i) a                           
    discount of approximately 16.67% to the closing price                     
    of HK$0.180 per Share as quoted on the Stock Exchange                     
    on 28 February 2005, being the last trading day prior                     
    to the entering into of the Subscription Agreement;                       
    (ii) a discount of approximately 16.20% to the average                    
    closing price of HK$0.179 per Share for the five                          
    consecutive trading days up to and including 28                           
    February 2005; (iii) a discount of approximately                          
    17.72% to the average closing price of HK$0.182 per                       
    Share for the ten consecutive trading days up to and                      
    including 28 February 2005; and (iv) a discount of                        
    approximately 40.69% to the average closing price of                      
    HK$0.253 per Share for the thirty consecutive trading                     
    days up to and including 28 February 2005.                                
                                                                              
    The gross proceeds from the Subscription amounted to                      
    approximately HK$3 million. The net proceeds from the                     
    Subscription of approximately HK$2.95 million will                        
    be applied mainly for expanding its existing business                     
    of distribution of mobile phones and strengthening                        
    its distribution network in China.                                        
                                                                              
    The Subscription Shares amount to approximately 2.83%                     
    of the existing issued share capital of the Company                       
    and approximately 2.75% of its issued share capital                       
    as enlarged by the Subscription.                                          
                                                                              
    Completion of the Subscription Agreement are                              
    conditional on the Stock Exchange granting listing                        
    of and permission to deal in the Subscription Shares                      
    and shall take place on or before 15 March 2005, or                       
    such later date as the parties may agree in writing.                      
                                                                              
    SUBSCRIPTION AGREEMENT DATED 28 FEBRUARY 2005                             
    Number of Shares to be Subscribed                                         
    20,000,000 new Shares                                                     
    The Subscription Shares amount to approximately 2.83%                     
    of the existing issued share capital of the Company                       
    and approximately 2.75% of the Company's issued share                     
    capital as enlarged by issue of the Subscription                          
    Shares.                                                                   
                                                                              
    The Subscription Shares will be issued under the                          
    general mandate granted to the Directors at the