09:53 TAKSON HOLDINGS<00918> - 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. TAKSON HOLDINGS LIMITED (Incorporated in Bemruda with limited liability) (Stock Code: 918) PROPOSED RIGHTS ISSUE On The Basis Of One Rights Share For Every Five Existing Shares Held By Qualifying Shareholders Financial Adviser Centurion Corporate Finance Limited The board of Directors intends to raise approximately HK$7.79 million before expenses by issuing 77,900,000 Rights Shares at a price of HK$0.10 per Rights Share on the basis of one Rights Share for every five existing Shares held by Qualifying Shareholders on the Record Date. The Company will provisionally allot one Rights Share for every five existing Shares held by Qualifying Shareholders. The Rights Issue is only available to Qualifying Shareholders if the Directors, after having made enquiries regarding the feasibility of extending Rights Issue to Overseas Shareholders, consider it necessary and expedient not to offer the Rights Shares to Overseas Shareholders. The Rights Issue is fully underwritten by the Underwriter and is subject to the satisfaction of the conditions set out below under the section headed "Conditions of the Rights Issue". WARNING OF THE RISKS OF DEALING IN SHARES AND RIGHTS SHARES Existing Shares will be dealt with on an ex-rights basis from 19 April 2005. Rights Shares will be dealt with in nil-paid form from 29 April to 9 May 2005 with both dates inclusive. If the Underwriter terminates the Underwriting Agreement (see the sub-section headed "Termination of the Underwriting Agreement" below) or any of the conditions of the Rights Issue (see the section headed "Conditions of the Rights Issue" below) is not fulfilled, then the Rights Issue will not proceed. Any dealing in the Shares or Rights Shares in their nil-paid form between now and the latest time for termination of the Underwriting Agreement, being 4:00 p.m. on 17 May 2005 is at the investors' own risk. If in doubt, investors should consider seeking professional advice. In order to qualify for the Rights Issue, all transfer of Shares must be lodged for registration with the share registrar of the Company, Abacus Share Registrars Limited, by 4:00 p.m. on 20 April 2005. The board of Directors believes that it is in the interest of the Company and its Shareholders to enlarge the capital base of the Company under the Rights Issue, which will allow all Qualifying Shareholders to participate in the future growth of the Company. Centurion has been engaged as the financial adviser to the Company with respect to the Rights Issue. A prospectus for the Rights Issue, a provisional allotment letter and an excess Rights Shares application form to all Qualifying Shareholders will be despatched on or before 26 April 2005. A prospectus will also be despatched to Overseas Shareholders for their information only. RIGHTS ISSUE Issue Statistics Basis of the Rights Issue: One Rights Share for every five existing Shares held by Qualifying Shareholders on the Record Date Number of existing Shares in issue: 389,500,000 Shares (as at the date hereof) Number of Rights Shares: 77,900,000 Rights Shares, representing 20 per cent. and approximately 16.67 per cent. of the existing and enlarged issued share capital of the Company respectively As at the date of this announcement, the authorised share capital of the Company is HK$100,000,000 divided into 1,000,000,000 Shares of HK$0.10 each and as such, there is sufficient authorised share capital for the issue of the Rights Shares. The Company has no outstanding options, warrants or convertible securities as at the date of this announcement. Qualifying Shareholders: