09:41 BESTWAY INT'L<00718>-Announcement&Resumption of Trading(1) The Stock Exchange of Hong Kong Limited takes no responsibility for the content of this announcement, makes no representation as to its accuracy or completeness and expressly disclaims any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the content of this announcement. BESTWAY INTERNATIONAL HOLDINGS LIMITED (Incorporated in Bermuda with limited liability) (Stock Code: 718) PLACING OF EXISTING SHARES SUBSCRIPTION OF NEW SHARES AND RESUMPTION OF TRADING Placing Agent TIS Securities (HK) Limited The Board announces that on 22 April 2005, (1) the Company, Wealthguard Investment Limited and TIS Securities (HK) Limited have entered into the Placing and Subscription Agreement. (2) the Company and Wealthguard Investment Limited have entered into the WB Subscription Agreement. Pursuant to the Placing and Subscription Agreement, Wealthguard, a substantial shareholder of the Company has unconditional agreed to place 682 million existing shares of HK$0.01 each in the Company through TIS Securities (HK) Limited, the placing agent and underwriter, to independent investors at a price of HK$0.040 per Placing Share. The Placing price was determined after arm's length negotiation between Wealthguard, the Company and TIS Securities (HK) Limited and represents a discount of approximately 13.04% to the closing price of HK$0.046 per Share as quoted on the Stock Exchange on the Last Trading Date and a discount of approximately 9.09% to the average closing price of HK$0.044 per Share as quoted on the Stock Exchange for the five trading days up to and including the Last Trading Date. Pursuant to the WB Subscription Agreement, Wealthguard conditionally agreed to subscribe for 682 million new Shares of HK$0.01 each in the Company also at price of HK$0.040 per new Share. The subscription price of the new Shares of HK$0.040 per Share, being equivalent to the Placing Price, was determined after arm's length negotiation between Wealthguard and the Company with reference to the Placing Price. 682,000,000 existing Shares represent approximately 16.2% of the existing issued share capital of the Company and approximately 13.9% of the issued share capital of the Company as enlarged by the issue of the Subscription Shares. The Subscription Shares will be issued pursuant to the general mandate to allot Shares granted to the Board at the Company's annual general meeting held on 26 August 2004 and when allotted will rank pari passu in all respects with the then existing issued shares of the Company, including the right to receive all dividends and distributions which may be declared, made or paid after the date of allotment of the Subscription Shares. The maximum number of Shares which may be issued by the Company pursuant to the general mandate mentioned above is 682,240,000, representing 20% of the total number of Shares in issue as at 26 August 2004 being 3,411,200,000. Prior to the WB Subscription Agreement, the Company has not issued any Shares pursuant to the general mandate mentioned above.