09:19 CAPITAL STRAT<00497>-Announcement & Resumption of Trading(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. CAPITAL STRATEGIC INVESTMENT LIMITED (Incorporated in Bermuda with limited liability) (STOCK CODE: 497) PROPOSED ISSUE OF 100,000,000 NEW SHARES TO STRATEGIC INVESTORS AND Resumption of Trading Financial adviser The Subscription and the Placing On 8 March 2005, the Company entered into three Subscription Agreements with a number of strategic investors (together the "Strategic Investors") and a placing agreement with the Agent. Pursuant to the Subscription Agreements, the Strategic Investors have conditionally agreed to subscribe for an aggregate of 75,000,000 new Shares at the subscription price of HK$1.08 per Share. Pursuant to the Placing Agreement entered into between the Agent and the Company, the Agent will procure subscribers to subscribe 25,000,000 new Shares at the subscription price of HK$1.08 per Share on a best-efforts basis. The Strategic Investors are (i) Eisner, a company wholly and beneficially owned by Mr. Li Tzar Kai, Richard; (ii) New Oval, an indirect wholly-owned subsidiary of ITC; and (iii) Calveston, a company wholly and beneficially owned by Mr. Yuen Tin Fan, Francis and his spouse. Pursuant to each of the Subscription Agreement entered into between each of the Strategic Investors and the Company, (i) Eisner will conditionally subscribe 25,000,000 new Shares; (ii) New Oval will conditionally subscribe 40,000,000 new Shares; and (iii) Calveston will conditionally subscribe 10,000,000 new Shares. Pursuant to the Placing Agreement entered into between the Agent and the Company, the Agent will procure no less than three subscribers to subscribe 25,000,000 new Shares on a best-efforts basis. The Company undertakes to make further announcement as soon as practicable once the subscribers under the Placing Agreement have been identified and, in any event, prior to the dispatch of the circular to the Shareholders with regard to the Subscription and the Placing. The 100,000,000 new Shares represent approximately 26.08% of the existing issued share capital of the Company prior to the Subscription and the Placing and approximately 20.65% of the issued share capital of the Company as enlarged by the Subscription and the Placing. To the best of the Directors' knowledge, information and belief, and after having made all reasonable enquiry, each of the Strategic Investors is an independent third party to the Company, is not, a connected person of the Company and is not connected to the directors, chief executive, substantial shareholder of the Company, or its subsidiaries and their respective associates, or their respective connected persons. The Agent is not a connected person of the Company and is independent of and not connected with the directors, chief executive, substantial shareholder of the Company, or its subsidiaries and their respective associates, or their respective connected persons. The Agent will use reasonable endeavours to place the new Share to subscribers (and their respective ultimate beneficial owners) who will not be connected persons of the Company and will be independent of and not connected with the Strategic Investors or the directors, the chief executive or the substantial shareholders of the Company or its subsidiaries and/or their respective associates and its respective connected persons. Reasons for the Subscription and the Placing and use of proceeds The Board views the Subscription and the Placing as a good opportunity to strengthen the Company's balance sheet as well as to better equip the Group with the financial flexibility for seeking suitable investment opportunities, including larger scale property projects and other strategic investment, both in Hong Kong and within South East Asia in which the Company considers may provide lucrative investment return. Although the Group reviews and considers investment