09:33     IDS<02387> - Announcement (3)                                       

    The purchase price payable in cash by IDS Marketing (Philippines)         
    for the acquisition of the Motor Vehicles will be the fair market         
    value as determined prior to the completion of the said acquisition       
    by an independent appraiser in the Philippines which has been             
    selected jointly by IDS Marketing (Philippines) and JDH                   
    (Philippines). As at the date of this annoncement, the said appraiser     
    has indicated that the advance (but not final) estimates of the fair      
    market value of the Motor Vehicles is approximately PHP9,688,000          
    (approximately US$173,000 or HK$1,349,400). According to the              
    unaudited accounts of JDH (Philippines) as at 28 February 2005, the       
    book value of the Motor Vehicles was US$162,050 (approximately            
    HK$1,264,000). The original acquisition cost of the Motor Vehicles        
    to JDH (Philippines) was US$263,790 (approximately HK$2,057,600).         
                                                                              
    The purchase price payable in cash by IDS Marketing (Philippines)         
    for the acquisition of the IT Equipment will be the fair market value     
    as determined prior to the completion of the said acquisition by an       
    independent appraiser which has been selected jointly by IDS              
    Marketing (Philippines) and JDH (Philippines). As at the date of this     
    announcement, the said appraiser has indicated that the advance (but      
    not final) estimates of the fair market value of the IT Equipment         
    is approximately PHP3,959,000 (approximately US$70,700 or                 
    HK$551,400). According to the unaudited accounts of JDH (Philippines)     
    as at 28 February 2005, the book value of the IT Equipment was            
    US$124,340 (approximately HK$969,900). The original acquisition           
    cost of the IT Equipment to JDH (Philippines) was US$191,950              
    (approximately HK$1,497,200).                                             
                                                                              
    The purchase price payable in cash by IDS Marketing (Philippines)         
    for the acquisition of the Inventory will be determined based on          
    actual quantity of the Inventory to be acquired as requested by the       
    aforesaid principals of IDS Marketing (Philippines) multiplied by         
    its unit price as at the relevant date of completion. The said unit       
    price will equal to the acquisition costs of the relevant Inventory       
    less provisions for ageing based on the Group's inventory provision       
    policy. The actual quantity of the Inventory to be acquired will be       
    determined prior to the completion of acquisitions under the              
    Acquisition and Service Agreement. The Inventory will be acquired         
    in several tranches --- the First Tranche Inventory, the Second           
    Tranche Inventory, the Other First Tranche Inventory and the Other        
    Second Tranche Inventory as defined under the section headed              
    ``Definitions'' of this announcement. The original acquisition cost       
    of the Inventory to JDH (Philippines) is estimated to be                  
    approximately US$2,406,000 (approximately HK$18,766,800).                 
                                                                              
    The service fee payable by JDH (Philippines) in cash (to be paid by       
    way of a monthly payment of US$36,000 for 12 months and by way of         
    commission payable based on actual collections as set out below) for      
    the Service will be not more than US$432,000 plus PHP48,216,000           
    (approximately in aggregate US$1,293,000 or HK$10,085,400),               
    comprising:                                                               
                                                                              
    (1)   commission for collection service for trade receivables,            
    which is determined based on arm's length negotiation after               
    considering an independent third party quote and will be charged at       
    the following progressive rates: 5% on the amounts collected within       
    the range of the first PHP350 million; 7% on the amount collected         
    within the range of the next PHP150 million; 10% on the amount            
    collected within the range of the next PHP75 million; 17% on the          
    amount collected beyond the aforesaid ranges. Under the Acquisition       
    and Service Agreement, the maximum amount of trade receivables to         
    be collected by IDS Marketing (Philippines) for JDH (Philippines)         
    will be PHP649,800,000 (approximately US$11,603,600 or                    
    HK$90,508,100) and commission payable will be PHP48,216,000               
    (approximately US$861,000 or HK$6,715,800). As neither IDS                
    Marketing (Philippines) nor JDH (Philippines) can control the timing      
    of the settlement of the trade receivables by trade debtors, who are      
    independent third parties, it is possible that the settlement of the      
    whole of the trade receivables, and thus the earning of the whole         
    of the said commission by IDS Marketing (Philippines), may take place     
    wholly in the financial year ending 31 December 2005 or in the            
    financial year ending 31 December 2006.  Accordingly the Company          
    decides that for the purpose of the continuing connected transaction      
    arising from the collection of trade receivables, the annual caps         
    for each of the financial year ending 31 December 2005 and 2006 will      
    respectively be PHP48,216,000, and PHP48,216,000 minus all the            
    commission earned in the financial year ending 31 December 2005; and