09:47     AV CONCEPT HOLD<00595> - Announcement & Resumption (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.                                
                                                                              
    AV CONCEPT HOLDINGS LIMITED                                               
    (Incorporated in the Cayman Islands with limited liability)               
    (Stock Code: 595)                                                         
                                                                              
    MAJOR TRANSACTION INVOLVING A DISPOSAL                                    
    OF EQUITY INTERESTS IN AV CHASEWAY                                        
    IN CONSIDERATION FOR CERTAIN INTERESTS                                    
    IN BRECONRIDGE AND                                                        
    RESUMPTION OF SHARE TRADING                                               
                                                                              
    On 25 April 2005, AVCC and BreconRidge entered into the                   
    Agreement pursuant to which AVCC has agreed to dispose of                 
    equity interests in AV Chaseway to BreconRidge in                         
    consideration for certain interests in the common shares of               
    BreconRidge. Upon Initial Closing, AVCC will dispose of the               
    First Tranche Shares (representing 50% of the entire issued               
    share capital of AV Chaseway) to BreconRidge in consideration             
    for the Warrant entitling AVCC to subscribe for the                       
    BreconRidge Warrant Shares. The Warrant will be deemed                    
    exercised at Final Closing upon the occurrence of a Liquidity             
    Event (including the listing of the shares of BreconRidge on              
    certain international stock exchanges). After Initial Closing,            
    AV Chaseway will be held as to 50% by AVCC and as to 50% by               
    BreconRidge and will be managed and operated by both AVCC and             
    BreconRidge as a joint venture. Depending on the circumstances,           
    Final Closing may or may not occur. Upon Final Closing, the               
    Company will further dispose of the Second Tranche Shares                 
    (representing the remaining 50% of the entire issued share                
    capital in AV Chaseway) to BreconRidge. The consideration for             
    the sale of the First Tranche Shares and the Second Tranche               
    Shares by AVCC to BreconRidge as well as the form of such                 
    consideration (common shares of BreconRidge and/or cash) may              
    vary depending on the event triggering Final Closing as well              
    as the timing of such event. However, the total consideration             
    for the First Tranche Shares and the Second Tranche Shares                
    under the Agreement if Final Closing occurs as a result of the            
    occurrence of a Liquidity Event within 2 years of Initial                 
    Closing or after 2 years of such date but an Extension Fee has            
    been paid, will in any event be not less than US$20 million in            
    the form of cash and/or securities. If Final Closing occurs as            
    a result of the occurrence of a Liquidity Event after 2 years             
    of Initial Closing and no Extension Fee has been paid, the                
    total consideration will in any event be not less than US$22              
    million.                                                                  
                                                                              
    The Agreement also provides for a number of alternatives in               
    the event that no Liquidity Event occurs within 3 years of                
    Initial Closing, including certain exit mechanisms whereby                
    AVCC will get back the 50% equity interest (represented by the            
    First Tranche Shares) from BreconRidge and the Warrant will be            
    cancelled or the joint venture relationship may be maintained.            
                                                                              
    Upon Initial Closing, AV Chaseway will cease to be a                      
    subsidiary of the Company and will be held as to 50% by AVCC              
    and as to 50% by BreconRidge as a jointly controlled entity.              
    The Disposal constitutes a major transaction of the Company               
    pursuant to Chapter 14 of the Listing Rules which is subject              
    to the approval of the Shareholders. A circular containing,               
    among other things, the particulars of the Agreement and a                
    notice convening the EGM will be despatched to the                        
    Shareholders as soon as practicable.                                      
                                                                              
    Shareholders should note that the Agreement is conditional                
    upon a number of conditions which may or may not be fulfilled.            
    Accordingly, Shareholders and the public should exercise                  
    caution when dealing in the Shares.                                       
                                                                              
    Trading in the Shares on the Stock Exchange has been suspended            
    at the request of the Company with effect from 9:30 a.m. on 25            
    April 2005 pending the release of this announcement. An                   
    application has been made by the Company to the Stock Exchange            
    for the resumption of trading in the Shares with effect from              
    9:30 a.m. on 10 May 2005.                                                 
                                                                              
    THE AGREEMENT                                                             
    Date                                                                      
    25 April 2005