10:12 HI SUN GROUP<00818> - Announcement (3) the Convertible Preference Shares at a total subscription price of US$4 million (approximately HK$31.2 million). The Convertible Preference Shares represent approximately 19.1% of the existing total number of issued shares of Turbo Speed and approximately 16.0% of the total number of issued shares of Turbo Speed as enlarged by the Subscription. The details of the Subscription Agreement is set out below: Date : 9 November 2004 Issuer : Turbo Speed, a wholly owned subsidiary of the Company Subscribers : (i) Comtel Development (ii) Acme Partner To the Directors' best knowledge, information and belief having made all reasonable enquiry, each of the Subscribers and their respective ultimate beneficial shareholders are not connected (for the purpose of the Listing Rules) with any of the directors, chief executive or substantial shareholders of the Company and its subsidiaries or any of their respective associates. Warrantor : The Company The Company has essentially guaranteed the performance by Turbo Speed of its obligations under the Subscription Agreement. The Subscription : Pursuant to the Subscription Agreement, Turbo Speed will issue the Convertible Preference Shares to the Subscribers for a total consideration of US$4 million (approximately HK$31.2 million). The Convertible Preference Shares represent approximately 16.0% of the total number of issued shares of Turbo Speed as enlarged by the Subscription and will be issued to the Subscribers in the following manner:- (i) 5,128,206 of the Convertible Preference Shares, which represent approximately 12.0% of the total number of issued shares of Turbo Speed as enlarged by the Subscription, will be issued to Comtel Development at an aggregate subscription price of US$3 million (approximately HK$23.4 million); and (ii) 1,709,402 of the Convertible Preference Shares, which represent approximately 4.0% of the total number of issued shares of Turbo Speed as enlarged by the Subscription, will be issued to Acme Partner at an aggregate subscription price of US$1 million (approximately HK$7.8 million). Settlement of the : The total subscription price of US$4 million (approximately HK$31.2 million) will subscription price be settled in cash by the Subscribers in the following manner:- (i) as to a sum of US$3 million (approximately HK$23.4 million) by Comtel Development; and (ii) as to a sum of US$1 million (approximately HK$7.8 million) by Acme Partner. The subscription monies, which have been paid by Comtel Development and Acme Partner on 12 November