10:06 A-MAX<00959> - 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. A-MAX HOLDINGS LIMITED (incorporated in Bermuda with limited liability) (Stock code: 959) EXERCISE OF CONVERTIBLE NOTES The Board is pleased to announce that Mr. Yiu Fuk Kei has issued a notice to the Company dated 1 April 2005 to exercise his right to convert three CNs in the aggregate principal amount of HK$600,000 into Shares representing 13.62% of the issued share capital of the Company (as enlarged thereby). 273,145,895 Shares will be issued by the Company to the Placees at the direction of Mr.Yiu and 146,899,195 Shares will be issued to Mr. Yiu. The Placees and Mr. Yiu are independent of, and are not connected with the directors, chief executive and substantial shareholders of the Company, its subsidiaries and their respective associates. The Company was informed that (i) the Placees acquired the interest from Mr. Yiu at HK$0.80 per Share; and (ii) the Placees are independent of, and are not connected with Mr. Yiu and each of them is independent of each other. As at the date of this announcement, the Company has a 13.79% interest in Greek Mythology (Macau) Entertainment Group Corporation Limited. The board (the "Board") of directors of A-Max Holdings Limited (the "Company") is pleased to announce that Mr. Yiu has issued a notice to the Company dated 1 April 2005 to exercise his right to convert three convertible notes (the "CNs") in the aggregate principal amount of HK$600,000 into 420,045,090 shares of HK$0.001 each in the capital of the Company ("Shares"), representing 13.62% of the issued share capital of the Company (as enlarged thereby). Upon conversion of the CNs in the principal amount of HK$600,000, 273,145,895 Shares will be issued by the Company to two persons (the "Placees") at the direction of Mr. Yiu and the remaining 146,899,195 Shares will be issued to Mr. Yiu. The Placees and Mr. Yiu are independent of, and are not connected with the directors, chief executive and substantial shareholders of the Company, its subsidiaries and their respective associates. The Company was informed that (i) the Placees acquired the interest from Mr. Yiu at HK$0.80 per Share; and (ii) the Placees are independent of, and are not connected with Mr. Yiu and each of them is independent of each other. After the conversion, each of Mr. Yiu and the Placees will hold 146,899,195 Shares, 133,241,900 Shares, and 139,903,995 Shares, respectively, representing approximately 4.76%, 4.32% and 4.54% of the issued share capital of the Company (as enlarged thereby) respectively. Changes in the issued shares of the Company since 29 March 2005: No. of issued Shares The issued share capital of the Company as at 29 March 2005, being the date on which the Company's last announcement was published 2,664,838,010 Events leading to issue of Shares: - Conversion of CN in the principal amount of HK$200,000 by Mr. Yiu at an effective conversion price of 0.15 Hong Kong cents (Note) 133,241,900 - Conversion of CN in the principal amount of HK$200,000 by Mr. Yiu at an effective conversion price of 0.14 Hong Kong cents (Note) 139,903,995 - Conversion of CN in the principal amount of HK$200,000 by Mr. Yiu at an effective conversion price of 0.14 Hong Kong cents (Note) 146,899,195 Total number of issued shares after completion of the events set out above 3,084,883,100 Note: The effective conversion price may not reflect the holder's actual investment costs. Save as disclosed in above, no other events which would lead to the issue of Shares or other securities of the Company since 29 March 2005 have occurred. The shareholding of the Company immediately prior to, and after, the conversion of the CNs in the total principal amount of HK$600,000 is set out below: Immediately after Immediately after the conversion of the the conversion of the