10:15     HI SUN GROUP<00818> - Announcement (8)                              

    will continue to engage in its existing businesses.                       
    Save for the transfer of shares in Turbo Speed                            
    pursuant to the Employee Incentive Scheme and the                         
    deemed disposal arising from the Subscription, the                        
    Directors' present intention is to retain the                             
    Company's interest in Turbo Speed.                                        
                                                                              
    Financial effects of the Subscription on the Group                        
    Upon Completion, the Group is expected to record a                        
    gain on the deemed disposal amounting to                                  
    approximately HK$27 million after deducting the                           
    professional fees and all related expenses, which                         
    gain is subject to adjustment and review by the                           
    auditors of the Company. Such gain will be calculated                     
    by reference to the carrying value of Turbo Speed in                      
    the Company's accounts. Given there will be a gain                        
    on the deemed disposal in relation to the Subscription,                   
    the net asset value of the Group is expected to                           
    increase. Subsequent to Completion, the Group's net                       
    profit (loss) attributable to Shareholders will be                        
    adjusted by the minority shareholders' interest in                        
    Turbo Speed.                                                              
                                                                              
    Material dilution                                                         
    Given that Turbo Speed is a major subsidiary of the                       
    Company and the Subscription will result in a material                    
    dilution of the Company's interest in Turbo Speed                         
    under Rule 13.36(1)(a)(ii) of the Listing Rules, the                      
    Subscription is subject to approval of the                                
    Shareholders at a general meeting. As set out in the                      
    Circular, a written approval has been obtained from                       
    Rich Global Limited, the controlling shareholder of                       
    the Company holding approximately 56.8% in the                            
    nominal value of the securities giving the right to                       
    attend and vote at a general meeting of the Company                       
    to approve the Subscription. Subsequent to the issue                      
    of the Circular, the Stock Exchange and the Company                       
    have agreed that the Subscription, which constitutes                      
    a material dilution of the Company's interest in Turbo                    
    Speed pursuant to Rule 13.36(1)(a)(ii) of the Listing                     
    Rules, is subject to shareholders' approval in a                          
    general meeting. Accordingly, a general meeting will                      
    be convened for the Shareholders to consider and, if                      
    thought fit, approve the Subscription and the issue                       
    of the Conversion Shares pursuant to the Subscription                     
    Agreement.                                                                
                                                                              
    Issue of the Conversion Shares                                            
    Pursuant to the Subscription Agreement, holders of                        
    the Convertible Preference Shares will be entitled                        
    to convert at a minimum value US$500,000                                  
    (approximately HK$3.9 million) or integral multiples                      
    thereof at any time from the date of Completion for                       
    a period of 24 months into the Shares at the initial                      
    conversion price of HK$1.2 per Share, subject to                          
    adjustments. Based on the initial conversion price                        
    of HK$1.2 per Share, a total of 26,000,000 Shares will                    
    be issued pursuant to the Conversion. As disclosed                        
    in the Announcement and the Circular, the Company                         
    intended to issue the Conversion Shares under the                         
    General Mandate. However, to allow greater                                
    flexibility to the Company, given that under the terms                    
    of the Subscription Agreement, the number of                              
    Conversion Shares may exceed the maximum limit of the                     
    number of Shares issuable under the General Mandate,                      
    the Board decided to seek the Shareholders' approval                      
    for the issue of the Conversion Shares.                                   
                                                                              
    According to the terms of the Subscription Agreement,                     
    the conversion price for the Conversion may be                            
    adjusted upon occurrence of certain triggering events                     
    (see paragraph headed "Principal terms of the                             
    Convertible Preference Shares" above