10:54 TOMORROW INT'L<00760>&SWANK INT'L MFG<00663>-J.Ann&Resume-15 SW Kingsway and its concert parties 593,724,000 19 156,202,795 5 Offeror and its concert parties - - 1,874,917,645 60 Cheung Wah Hing, a Swank director 358,400 0.01 358,400 0.01 Public shareholders 937,181,104 29.99 937,181,104 29.99 Total 3,124,862,734 100 3,124,862,734 100 Other than by entering into the Sale and Purchase Agreement and the on-market sale of an aggregate of 2,500,000 Shares by a company controlled by Mr. Ko Kam Chuen, Stanley, an independent non-executive director of SW Kingsway who had no knowledge of, and did not participate in any part of, this transaction, on 5 January 2005 (1,700,000 shares sold) and 6 January 2005 (800,000 shares sold) at a sale price of HK$0.061 per Share, neither TIHL nor SW Kingsway nor any of their respective concert parties has dealt in any Shares or any other securities convertible into Shares, including warrants, options, or subscription rights, during the six months prior to the date of this announcement. 5. INFORMATION ON THE OFFEROR The Offeror is a private investment company incorporated in the British Virgin Islands with limited liability on 1 July 2004, and is wholly and beneficially owned by Mr. Wang. The directors of the Offeror are Mr. Wang, Mr. Zhao Jun(*) and Mr. Li Wei (*). The Offeror, Mr. Wang, Mr. Zhao Jun and Mr. Li Wei, to the best of the knowledge, information and belief of the directors of TIHL, having made all reasonable enquiries, are third parties independent of and not connected with TIHL or Swank or their respective connected persons (as defined in the Listing Rules). Since its incorporation on 1 July 2004, the Offeror has not carried on any business other than entering into the Sale and Purchase Agreement and the transactions contemplated thereunder. Set out below is the biography and background of each of Mr. Wang, Mr. Zhao Jun and Mr. Li Wei: Mr. Wang An Kang, aged 41. Mr. Wang has been engaged in the phosphorus industry through the import and export of the Products since 1990. In 1999, he restructured several state-owned enterprises on the verge of bankruptcy into Yunnan Phosphorous Group Co., Ltd. ("Yunphos") and is currently the controlling shareholder holding over 51% equity interest in Yunphos. The remaining two shareholders of Yunphos are two of its directors. Over the last 13 years, Yunphos (including its predecessors) has evolved into a vertically integrated company engaged in the development, manufacturing, import and export of the Products. With Mr. Wang's continuous efforts in exploring the international market, Yunphos has built strong relationships with numerous long-term international customers in Europe, America, Australia, Japan and South East Asia. He is currently the vice chairman of the Federation of Industry & Commerce of Yunnan Province, the vice chairman of the Yunnan Overseas Association and the vice chairman of the Chamber of Commerce for Import and Export of Yunnan Province. Mr. Wang is a PRC citizen. Mr. Zhao Jun, aged 42. Mr. Zhao joined the chemical department of Kunming Import & Export Corporation, the predecessor of Yunphos, as the deputy general manager in 1993 and has gained extensive experience in international trade as a senior executive of Yunphos. Under the supervision and guidance of Mr. Zhao, the operations of