09:51 PAK TAK INT'L<02668> - Announcement (2) the Company and the Shareholders as a whole. Delivery Delivery of machines shall take place on or before 31 May 2005. INFORMATION OF THE SELLER The Seller is principally engaged in the sale of computerized knitting machines in Hong Kong and the PRC. REASONS FOR THE ACQUISITION The Company is an investment holding company incorporated in Bermuda and the principal activities of the Group include manufacturing, on an OEM basis, and trading of men's, ladies' and children's knitted garments mainly to the US and Europe. The computerized knitting machines purchased under the Contract will be situated in the Group's existing Hong Kong factory. Due to the likelihood of the imposition of other trade restraint measures by the US government to restrict the import of textile products from PRC after the removal of quota in January 2005 and the imposition of export duty by the PRC government on textile products, the Directors believe that the Acquisition is in the interests of the Company as it could expand the production capacity of the Hong Kong factory to produce garments of Hong Kong origin so as to minimize the Group's exposure to the uncertainties, risks and costs associated with such trade restraint measures. IMPLICATIONS UNDER THE LISTING RULES As disclosed in an announcement of the Company dated 16 June 2004 (the "Announcement"), the Purchaser had previously on 16 June 2004 purchased computerized knitting machines from the Seller for a total consideration of US$517,000 (equivalent to HK$4,032,600). The machines purchased under the Previous Acquisition and the Acquisition are of the same type and specification. The total maximum production capacity of the machines purchased under the Previous Acquisition is approximately 33,000 dozens knitted garments per year. The unit price of the machines purchased under the Acquisition is the same as the unit price of the machine purchased under the Previous Acquisition. The total consideration for the Previous Acquisition is different from the Acquisition because the number of machines purchased is different. Details of the Previous Acquisition are set out in the Announcement and the circular of the Company dated 6 July 2004. The Acquisition, either alone or aggregated with the Previous Acquisition, constitutes a discloseable transaction under Chapter 14 of the Listing Rules as the relevant ratio is in excess of the 5% threshold as set out under rule 14.08 of the Listing Rules and as such, the Acquisition is subject to the announcement requirement under Chapter 14 of the Listing Rules. A circular will be despatched within 21 days after publication of this announcement to the Shareholders containing, among other things, further details of the Contract. GENERAL As at the date of this announcement, the Board comprises Mr. Cheng Chi Tai, Mr. Cheng Kwai Chun, John, Mr. Lin Chick Kwan, Mr. Lin Wing Chau, who are executive Directors and Ms. Ko Hay Yin, Karen, Mr. Chow Chan Lum and Ms. Ho Man Yee, Esther, who are independent non-executive Directors. DEFINITIONS "Acquisition" the acquisition of computerized knitting machines by the Purchaser from the Seller for a total consideration of US$846,000 (equivalent to HK$6,598,800) pursuant to the Contract "associates" shall have the meanings as prescribed under the Listing Rules "Board" the board of Directors (including the independent non-executive Directors) of the Company "Company" Pak Tak International Limited, a company incorporated in Bermuda with limited liability and the issued shares of which are listed on the Stock Exchange "connected persons" shall have the meanings as prescribed under the Listing Rules