09:49 RICHE M-MEDIA<00764>-Announcement&Resumption of Trading (8) identified by/offered to/or be involved with by Mr. Ki (i) as long as Mr. Ki remains as the general manager of the Company or (ii) six years from the date of the S&P Agreement, whichever is later. The Shares falling to be allotted and issued upon the exercise of the BK Share Option will be allotted and issued under a specific mandate and the approval of such mandate will also be sought from the Shareholders in the SGM. Upon the commencement of the provision of the Rolling and Settlement Service, Mr. Ki, who has been in the gaming business for over 15 years, will at all times contribute his expertise and knowledge, in particular, to those relating to anti-money laundering measures with a view to formulate the relevant internal control system and risk management measures to counter and prevent any potential money laundering activities or other crimes that are related to the Rolling and Settlement Service. The Company will also use its best endeavours to procure that effective internal control systems and risk management measures will be in place to avoid any money laundering activities being carried out on the Rolling and Settlement Service for customers of the Casino. Changes In Shareholding Structure Of The Company As at the date of this announcement, there were no outstanding options, warrants or securities convertible or exchangeable into Shares other than the following: (i) 190,000,000 Options carrying rights to subscription for 190,000,000 Shares at an exercise price of HK$0.26 per Share which are granted under the share option scheme of the Company; (ii) 275,700,000 Options carrying rights to subscription for 275,700,000 Shares at an exercise price of HK$0.194 per Share which are granted under the share option scheme of the Company; (iii) 950,400,000 warrants issued pursuant to the Warrant Instrument carrying rights to subscribe for Shares at an initial subscription price of HK$0.36 per Share during the period from 17th June 2002 up to and including 16th June 2005; and (iv) outstanding 2002 Convertible Note in the principal amount of HK$33,800,000 carrying rights to subscribe for Shares at an exercise price of HK$0.40 per Share at any time on or before 19th April 2005. Exercise in full of the subscription rights attaching to such convertible notes will result in the Company allotting and issuing 84,500,000 Shares. Based on the Convertible Note in the principal amount of HK$500,000,000, the Conversion Price, the BK Share Option and 4,752,000,000 Shares in issue as at the date of this announcement and assuming Leadfirst and Mr. Ki will not acquire any Shares from the open market, the respective shareholdings of the substantial Shareholders will be as follows: Prior to the conversion of After the full conversion the Convertible Note After the full After the exercise of the Convertible Note and the exercise of the conversion of the of the BK Share and the exercise of Shareholders BK Share Option Convertible Note only Option only the BK Share Option No. of Shares % No. of Shares % No. of Shares % No. of Shares % Classical Statue Limited 2,022,530,000 42.56 2,022,530,000 35.16 2,022,530,000 38.51 2,022,530,000 32.35 Top Vision Management Limited 792,000,000 16.67 792,000,000 13.77 792,000,000 15.08 792,000,000 12.67 Lucky Star Consultants Limited 354,000,000 7.45 354,000,000 6.15 354,000,000 6.74 354,000,000 5.66 Leadfirst and parties acting in concert with it - - 1,000,000,000 17.39 - - 1,000,000,000 15.99 Mr. Ki - - - - 500,000,000 9.52 500,000,000 8.00 Public Shareholders 1,583,470,000 33.32 1,583,470,000 27.53 1,583,470,000