09:37     HOP HING HOLD<00047> - Announcement (1)                             

    The Stock Exchange of Hong Kong Limited takes no                          
    responsibility for the contents 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 contents                       
    of this announcement. This announcement is for                            
    information only and does not constitute an offer to                      
    shareholders or any other persons to acquire,                             
    purchase or subscribe for securities of the Company.                      
                                                                              
    HOP HING HOLDINGS LIMITED                                                 
    (Incorporated in Bermuda with limited liability)                          
    (Stock Code: 47)                                                          
                                                                              
    DISCLOSEABLE AND CONNECTED TRANSACTION                                    
    AND                                                                       
    CONTINUING CONNECTED TRANSACTION                                          
                                                                              
    Share Purchase Agreement                                                  
    On 29 April 2005, the Vendor entered into the Share                       
    Purchase Agreement with the Purchaser. Under the                          
    Share Purchase Agreement, the Purchaser agreed to                         
    purchase and the Vendor agreed to dispose of the Sale                     
    Shares and the Sale Debt for an aggregate                                 
    consideration of HK$5.8 million, which was paid in                        
    cash on Completion. The consideration was negotiated                      
    on an arm's length basis between the parties with                         
    reference to the unaudited consolidated net asset                         
    value of EAL as at 31 March 2005 as adjusted to reflect                   
    a valuation of the Properties by an independent valuer                    
    as at 31 March 2005 and the book value of the Sale                        
    Debt as at the date of the Share Purchase Agreement.                      
    Completion took place immediately following signing                       
    of the Share Purchase Agreement on 29 April 2005. The                     
    principal assets and liabilities of EAL (held through                     
    its wholly-owned subsidiary, Wytak) are certain                           
    industrial properties and land sites in Hong Kong and                     
    a syndicated loan.                                                        
                                                                              
    Tenancy Agreement                                                         
    On 29 April 2005, following completion of the Share                       
    Purchase Agreement, the Vendor entered into the                           
    Tenancy Agreement with Wytak, a wholly-owned                              
    subsidiary of the Purchaser. Under the Tenancy                            
    Agreement, the Vendor agreed to lease back from Wytak                     
    the Leased Properties for an aggregate annual rental                      
    of approximately HK$3.34 million (inclusive of                            
    government rates and air-conditioning charges).                           
                                                                              
    Listing Rules implications                                                
    The Share Purchase Agreement is a discloseable and                        
    connected transaction of the Company under the                            
    Listing Rules whilst the Tenancy Agreement is a                           
    continuing connected transaction of the Company under                     
    the Listing Rules. Pursuant to Rules 14A.32 and 14A.34                    
    of the Listing Rules, the Share Purchase Agreement                        
    and the Tenancy Agreement respectively are subject                        
    to the reporting and announcement requirements set                        
    out in Rules 14A.45 to 14A.47 of the Listing Rules                        
    but are exempt from the independent shareholders'                         
    approval requirements.                                                    
                                                                              
    The Directors (including the independent                                  
    non-executive directors) consider that the Share                          
    Purchase Agreement and the Tenancy Agreement are in                       
    the interests of the Company and the Shareholders as                      
    a whole and that the terms thereof are on normal                          
    commercial terms which are fair and reasonable so far                     
    as the Company and the Independent Shareholders are                       
    concerned. A circular containing particulars of the                       
    Share Purchase Agreement will be despatched to the                        
    Shareholders as soon as practicable.