10:12 ESUN HOLDINGS<00571>LAI SUN DEV<00488>-Joint Ann & Resumed-3 Application will be made by the Company to the Stock Exchange for listing of and permission to deal in the New Shares. Effect Of The Issue Of New Shares LSD and the Company have cross holdings in one another as follows: Before After Issue of the Issue of the New Shares New Shares The Company's shareholding in LSD 40.8% 40.8% LSD's shareholding in the Company 42.54% 38.31% Immediately before the issue of New Shares, the shareholding of the Company in LSD is 40.8% and the shareholding of LSD in the Company is 42.54%. Upon Completion, the shareholding of the Company in LSD would remain as 40.8% and the shareholding of LSD in the Company would be diluted to 38.31%. The board of directors of LSD considers the issue of New Shares by the Company is a price-sensitive information. Pursuant to Rules 13.09(1) of the Listing Rules, LSD publishes this joint announcement with the Company. Definitions As used in this announcement, the following words and phrases have the meanings as follows: "Board" the board of Directors of the Company "Business Day" means a day, other than a Saturday and a day on which a tropical cyclone warning no.8 or above or a "black rainstorm warning signal" is hoisted in Hong Kong at any time between 9:00 am and 5:00 pm, on which licensed banks are open for general banking business in Hong Kong throughout their normal business hours "Completion" means completion of the issue and allotment of the New Shares "the Company" eSun Holdings Limited, a limited liability company incorporated under the laws of Bermuda, the Shares of which are listed on the Stock Exchange "connected person" the term shall have the meaning ascribed to it in the Listing Rules "Director(s)" the director(s) of the Company "General Mandate" the mandate to issue, allot and deal with additional shares not exceeding 20% of the issued share capital of the Company granted to the Directors of the Company by resolution of its shareholders passed at the Company's annual general meeting held on 25th May 2004 "Group" means the Company and its subsidiaries "HK$" Hong Kong Dollars, the lawful currency of the Hong Kong "LSD" Lai Sun Development Company Limited, a limited liability company incorporated under the laws of Hong Kong, the shares of which are listed on the Stock Exchange "Listing Rules" The Rules Governing the Listing of Securities on the Stock Exchange "New Shares" The 74,000,000 new Shares to be issued by the Company under the General Mandate "Share(s)" ordinary share(s) of HK$0.50 each in the share capital of the Company "Stock Exchange" The Stock Exchange of Hong Kong Limited "Subscriber" means the party to the Subscription Agreement who agrees to subscribe the New Shares at the Subscription Price "Subscription Agreement" the Subscription Agreement entered into on 28th April 2005 between the Company and the Subscriber in relation to the Subscription "Subscription Price" HK$2.10 per New Share, which represents a discount of approximately 4.55% to the closing price of HK$2.20 per Share quoted on the Stock Exchange on 28th April 2005