10:53     UNIVERSAL HOLD<00419> - Announcement (5)                            

    on the Target Profit as a profit forecast.                                
                                                                              
    Unaudited pro forma financial information included in the circular        
                                                                              
    The following are the unaudited pro forma consolidated profit and loss    
    account and cash flow statement of the Enlarged Group (being the Company  
    and its subsidiaries after completion of the UHL SP Agreement) prepared   
    based on the audited consolidated profit and loss account and cash flow   
    statement of the Company for the year ended 31 December 2004 (being the   
    most recently published consolidated profit and loss account and cash     
    flow statement of the Company for a completed financial year) and the     
    audited profit and loss account and cash flow statement of each of        
    Orient Ventures, Anglo Alliance and Hao Ge for the year ended 31          
    December 2004, assuming that the transactions contemplated under the UHL  
    SP Agreement had been completed on 1 January 2004.                        
                                                                              
    An unaudited pro forma consolidated balance sheet of the Enlarged Group   
    is also set out below which was prepared based on the audited             
    consolidated balance sheet of the Company as at 31 December 2004 (being   
    the latest published consolidated balance sheet of the Company) and the   
    audited balance sheets of Orient Ventures, Anglo Alliance and Hao Ge as   
    at 31 December 2004 assuming that the transactions contemplated under     
    the UHL SP Agreement had been completed on 31 December 2004.              
                                                                              
    The unaudited pro forma consolidated balance sheet of the Enlarged Group  
    and the unaudited pro forma statement of adjusted consolidated            
    deficiency in net tangible assets and adjusted consolidated net assets    
    of the Enlarged Group do not take into account any events or              
    transactions which have occurred or taken place after 31 December 2004    
    including the placing and top-up subscription of 654,850,000 Shares in    
    February 2005 and any changes in the Company's shareholding interest in   
    DVN Holdings Limited (an associated company of the Company).              
                                                                              
    The unaudited pro forma financial information of the Enlarged Group was   
    prepared in accordance with the requirements under Rule 4.29 of the       
    Listing Rules and are for illustrative purposes only and because of its   
    nature, it may not give a true picture of the financial performance and   
    financial position of the Company or the Enlarged Group.                  
                                                                              
    The information set out below does not form part of the historical        
    consolidated financial information and is included in the Circular for    
    reference purposes only. PricewaterhouseCoopers express no opinion or     
    any other form of assurance on the following information.                 
                                                                              
    Unaudited pro forma consolidated profit and loss account of the Enlarged  
    Group                                                                     
                                                                              
            Year ended 31 December 2004        Pro forma                      
            The                 Orient                 Anglo                  
                                    Pro forma                                 
    Enlarged                                                                  
            Group                Ventures                 Alliance            
    Hao Ge                Sub-total                adjustments                
            Group                                                             
            HK$'000                HK$'000                HK$'000             
    HK$'000                HK$'000                HK$'000                     
    Note        HK$'000                                                       
                                            (Note 1)                (Note 1)  
                                                                              
    Turnover        38,630                -                 -                 
    -                 38,630                -                         38,630  
    Cost of sales        (31,091        )        -                 -          
            -                 (31,091        )        -                       
    (31,091        )                                                          
                                                                              
                                                                              
                                                                              
    Gross profit        7,539                -                 -              
    -                 7,539                -                         7,539    
    Other revenues        6,280                -                 -            
    2                6,282                -                         6,282     
    Marketing, selling and                                                    
      distribution costs        (1,007        )        -                 -    
            -                 (1,007        )        -                        
    (1,007        )                                                           
    Administration expenses        (16,564        )        -                  
    -                 (57        )        (16,621        )        -           
            (16,621        )                                                  
    Net gain on dilution of                                                   
      interest in an associated                                               
      company        14,289                -                 -                
    -                 14,289                -                         14,289  
                                                                              
    Net other operating expenses        (1,944        )        -              
    -                 -                 (1,944        )        (22,772