09:41     BESTWAY INT'L<00718>-Announcement&Resumption of Trading(2)          

    The estimated net proceeds of the Subscription is                         
    about HK$27 million. The Company currently intends                        
    to apply approximately HK$25 million for repayment                        
    of existing loans, and the remaining proceeds will                        
    be used as general working capital for the Group.                         
                                                                              
    The completion of the Subscription is conditional                         
    upon by not later than 6 May 2005, the Listing                            
    Committee of the Stock Exchange granting or agreeing                      
    to grant listing of, and permission to deal in all                        
    of Subscription Shares and the completion of the                          
    Placing having occurred pursuant to the terms of the                      
    Placing and Subscription Agreement.                                       
                                                                              
    Trading in the Shares on the Stock Exchange was                           
    suspended with effect from 9:30 a.m. on 25 April 2005                     
    pending the release of this announcement. An                              
    application has been made for the resumption of                           
    trading in the Shares on the Stock Exchange with                          
    effect from 9:30 a.m. on 27 April 2005. We are not                        
    aware of the reasons for the price fluctuation of                         
    shares of the Company on 22 April 2005. Save as the                       
    Company was in negotiation relating to the above                          
    Placing and Subscription agreement before the closing                     
    time of trading of shares on the Stock Exchange and                       
    concluded the agreement at 4:30 p.m.                                      
                                                                              
    PLACING AND SUBSCRIPTION AGREEMENT                                        
    Date:   22 April 2005                                                     
                                                                              
    Parties                                                                   
    (1)     Wealthguard Investment Limited as the vendor to                   
    sell or procure the sale of the existing shares in                        
    Bestway to be placed under this Placing and                               
    Subscription Agreement                                                    
                                                                              
    (2)     TIS Securities (HK) Limited (as Placing Agent                     
    and underwriter of the placing)                                           
                                                                              
    (3)     Bestway International Holdings Limited                            
                                                                              
    NUMBER OF SHARES TO BE PLACED:                                            
    682,000,000 Shares of HK$0.01 each in the Company                         
    ("Shares") representing 16.2% of the existing issued                      
    share capital of 4,211,200,000 Shares of the Company                      
    will be placed pursuant to the Placing and                                
    Subscription Agreement. If the number of Shares                           
    placed is less than the aforesaid number, the Placing                     
    agent and underwriter has agreed to underwrite for                        
    the rest of Shares.                                                       
                                                                              
    SHARES PLACED TO:                                                         
    Not less than six independent professional,                               
    institutional and/or other individual investors to                        
    be procured by the Placing Agent. The placees are                         
    independent third parties and are not connected                           
    persons of Bestway (as defined in the Listing Rules).                     
    No placee will become a substantial shareholder of                        
    the Company upon completion of the Placing and does                       
    not have any interest in the Company's Shares at                          
    present and does not have any prior business                              
    relationship with the Group.                                              
                                                                              
    PLACING AGENT AND UNDERWRITER:                                            
    TIS Securities (HK) Limited                                               
                                                                              
    INDEPENDENCE OF PLACING AGENT:                                            
    TIS Securities (HK) Limited is an independent third                       
    party not connected with the directors, chief                             
    executive or substantial shareholders of the Company                      
    or any of its subsidiaries or any of their respective                     
    associates (as defined in the Listing Rules).                             
                                                                              
    GENERAL