10:45 MAGNUM INT'L<00305>-Announcement&Resumption of Trading (18) ``Bondholder(s)'' the person(s) who is/are for the time being the holder(s) of the Convertible Bond ``Bursa Malaysia'' Bursa Malaysia Securities Berhad (formerly known as Malaysia Securities Exchange Berhad) ``Business Day'' a day (excluding Saturday and any day on which a tropical cyclone warning no. 8 or above is hoisted or remains hoisted between 9:00 a.m. and 12:00 noon and is not lowered at or before 12:00 noon or on which a ``Black'' rainstorm warning is hoisted or remains in effect between 9:00 a.m. and 12:00 noon and is not discontinued at or before 12:00 noon) on which licensed banks in Hong Kong are open for business ``Capital Reduction'' the proposal to effect a reduction of the issued share capital of the Company and to transfer the credit arising therefrom to the Company's contributed surplus account ``Capital Reduction Completion'' the time at which the Capital Reduction becomes effective ``Celestial Capital'' Celestial Capital Limited, a corporation licensed under the SFO to conduct types 1 (dealing in securities) and 6 (advising on corporate finance) regulated activities under the SFO and the financial adviser to Unichina ``Company'' Magnum International Holdings Limited, a company incorporated in Bermuda with limited liability, the issued shares of which are listed on the main board of the Stock Exchange ``Compromise Deed'' the conditional compromise deed dated 8 April 2005 entered into between the Company, MGL and Unichina in respect of the settlement of the Shareholder's Loan ``Compromise Deed Completion'' completion of the Compromise Deed ``Compromise Documents'' collectively the Compromise Deed, the Secured Promissory Note, the Unsecured Promissory Note and the Security Documents ``Conversion Shares'' the new Shares to be issued by the Company upon exercise by the Bondholder(s) of the conversion rights attaching to the Convertible Bond ``Convertible Bond'' the convertible bond of HK$35,000,000 to be issued by the Company to Unichina ``Directors'' the directors of the Company ``Executive'' the Executive Director of the Corporate Finance Division of the SFC or any delegate of the Executive Director ``Group'' the Company and its subsidiaries ``Hong Kong'' the Hong Kong Special Administrative Region of the PRC ``Hong Kong Prime Rate'' the best lending rate as quoted by The Hongkong and Shanghai Banking Corporation Limited from time to time ``Independent Shareholders'' Shareholders other than MGL and its associates and parties acting in concert with any of them ``Listing Rules'' the Rules Governing the Listing of Securities on the Stock Exchange ``MCB'' Magnum Corporation Berhad, a company incorporated in Malaysia with limited liability, the shares of which are publicly traded on Bursa Malaysia ``MGL'' Magnum (Guernsey) Limited, a company incorporated in Guernsey with limited liability ``MISL'' Magnum International Securities Limited, a wholly-owned subsidiary of the Company, which is a licensed corporation under the SFO and is the holder of a trading right on the Stock Exchange ``Offers'' the Share Offer and the Option Offer ``Option(s)'' option(s) which were granted to the directors and employees of the Company pursuant to the share option scheme of the Company adopted on 11 June 2002 and remain outstanding as at the date of this announcement, entitling the holders thereof to subscribe for new Shares at an exercise price of HK$0.111 per Share