10:20 PREMIUM LAND<02971> - Announcement (4) Shares to 26,500,000 New Shares and the price for Subscription was adjusted from HK$0.03 per Old Share to HK$0.60 per New Share with the aggregate consideration for the Subscription remains the same at HK$15,900,000, pursuant to a supplemental agreement to the Share Subscription Agreement dated 4 March 2005. 4. Upon the Capital Reorganisation becoming effective on 7 April 2005, the 2,600,000,000 Old Shares to be issued upon full exercise of the New Guaranteed Convertible Notes (the "GCN Conversion Shares") were consolidated into 130,000,000 New Shares and the conversion price was adjusted from HK$0.03 per Old Share to HK$0.60 per New Share pursuant to the terms of the New CB Subscription Agreements and their supplemental agreements dated 4 March 2005. 5. Upon the Capital Reorganisation becoming effective on 7 April 2005, the 1,040,000,000 Old Shares to be issued upon full exercise of the Underwritten Convertible Notes were consolidated into 52,000,000 New Shares and the conversion price was adjusted from HK$0.03 per Old Share to HK$0.60 per New Share pursuant to the terms of the Placing Agreement. The reallocation of the subscriptions for Guaranteed Convertible Notes by the CB Subscribers does not have any material effect on the Group, the Placing Agreement or the Share Subscription Agreement. A circular containing, among other things, information on the New Guaranteed Convertible Notes, the reallocation of subscriptions by the CB Subscribers of the New Guaranteed Convertible Notes and the notice of the meeting to approve the issue of New Guaranteed Convertible Notes and the issue of the GCN Conversion Shares upon exercise of the conversion rights attached to the New Guaranteed Convertible Notes under the New CB Subscription Agreements by poll together with a form of proxy for use at the meeting will be despatched to Shareholders as soon as possible. As at the date of this announcement, the executive Directors are Mr. Dong Bo, Frederic and Mr. Lau Man Tak and independent non-executive Directors are Mr. Kan Kwok Shu, Mr. Shum Ka Hei, Mr. Pang Haiou and Mr. Zuo Guang. By order of the Board PREMIUM LAND LIMITED Dong Bo, Frederic Director Hong Kong, 19 April 2005 * for identification purposes only