09:24 MEDTECH GROUP<01031> - 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. This announcement is for information purposes only and does not constitute an invitation or offer to acquire purchase or subscribe for any securities. * MEDTECH GROUP COMPANY LIMITED (Incorporated in Bermuda with limited liability) (Stock Code: 1031) SIGNING OF THE FORMAL SALE AND PURCHASE AGREEMENT - THE PROPOSED ACQUISITION OF GRANDVIEW HOTEL (VERY SUBSTANTIAL ACQUISITION) Financial adviser to Medtech Group Company Limited KINGSTON CORPORATE FINANCE LIMITED Signing of Formal Sale and Purchase Agreement for the proposed acquisition of Grandview Hotel Further to the announcement of the Company dated 14 December 2004 regarding, among other things, the Provisional Sale and Purchase Agreement for the Acquisition, the Board is pleased to announce that on 8 March 2005, Futuremind, a wholly-owned subsidiary of the Company, and the Vendor entered into the Formal Sale and Purchase Agreement, which is based on the principal terms of the Provisional Sale and Purchase Agreement as set out in the Announcement and the Circular where the assets under the Acquisition will include Grandview Hotel and all the fixed assets therein as set out in the Provisional Sale and Purchase Agreement and the Consideration remains unchanged at HK$500,000,000. Completion of the Acquisition, subject to Shareholders' approval at the special general meeting of the Company on 10 March 2005, is expected to take place on or before 31 March 2005. Reference is made to the announcement of the Company dated 14 December 2004 (the "Announcement") and the circular of the Company dated 22 February 2005 (the "Circular") regarding the Acquisition. Unless otherwise defined hereunder, terms used herein shall have the same meanings as in the Announcement and the Circular. SIGNING OF FORMAL SALE AND PURCHASE AGREEMENT FOR THE PROPOSED ACQUISITION OF GRANDVIEW HOTEL The Board is pleased to announce that on 8 March 2005, Futuremind, a wholly-owned subsidiary of the Company, and the Vendor entered into the Formal Sale and Purchase Agreement which is based on the principal terms of the Provisional Sale and Purchase Agreement as set out in the Announcement and the Circular where the assets under the Acquisition will include Grandview Hotel and all the fixed assets therein as set out in the Provisional Sale and Purchase Agreement and the Consideration remains unchanged at HK$500,000,000. The Formal Sale and Purchase Agreement Date: 8 March 2005