11:26     IPE GROUP<00929> - Announcement & Resumption (2)                    

    approximately HK$111.55 million will be applied as                        
    to approximately HK$61.55 million for the acquisition                     
    of new machineries and as to approximately HK$50                          
    million for general working capital uses in order to                      
    cope with the increase in production capacity of the                      
    Group in 2005.                                                            
                                                                              
    At the request of the Company, trading in the Shares                      
    has been suspended with effect from 2:30 p.m. on 10                       
    May 2005 pending the issue of this announcement.                          
    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 13 May 2005.                                
                                                                              
    PLACING AGREEMENT DATED 10 MAY 2005                                       
    Pursuant to the Placing Agreement, the Placing Agent                      
    agreed with Tottenhill to place 100,000,000 existing                      
    Shares on behalf of Tottenhill at the Placing Price.                      
    Details of the Placing are set out below.                                 
                                                                              
    The Vendor                                                                
    Tottenhill, which is a controlling Shareholder and                        
    currently holds 372,500,000 Shares or approximately                       
    74.48% of the existing issued share capital of the                        
    Company.                                                                  
                                                                              
    The Placing Agent                                                         
    UOB Kay Hian (Hong Kong) Limited has been appointed                       
    to place the Placing Shares on a best effort basis.                       
    The Placing Agent and its ultimate beneficial owner(s)                    
    are third parties independent of the Group and its                        
    connected persons.                                                        
                                                                              
    The Placees                                                               
    The Placing Shares shall be placed to not less than                       
    six investors. The placees and their ultimate                             
    beneficial owners shall be third parties independent                      
    of the Group and its connected persons. The placees                       
    and their ultimate beneficial owners shall also be                        
    third parties independent of Tottenhill and its                           
    connected persons.                                                        
                                                                              
    Number of Placing Shares                                                  
    The number of Placing Shares shall be 100,000,000                         
    Shares. The Placing Shares represent approximately                        
    19.99% of the existing issued share capital of the                        
    Company and approximately 16.66% of the issued share                      
    capital of the Company as enlarged by the allotment                       
    and issue of the Subscription Shares.                                     
                                                                              
    Placing Price                                                             
    The Placing Price of HK$1.15 per Placing Share                            
    represents:                                                               
                                                                              
    (i)     a discount of approximately 4.17% to the closing                  
    price of HK$1.2 per Share as quoted on the Stock                          
    Exchange on 10 May 2005, being the date of the Placing                    
    Agreement; and                                                            
                                                                              
    (ii)    a discount of approximately 1.37% to the average                  
    of the closing prices of approximately HK$1.166 per                       
    Share as quoted on the Stock Exchange for the last                        
    five consecutive trading days up to and including 10                      
    May 2005.                                                                 
                                                                              
    The Placing Price was arrived at after arm's length                       
    negotiations between the Company, Tottenhill and the                      
    Placing Agent with reference to the closing prices                        
    as shown above. The Directors consider that the                           
    Placing Price and the terms of the Placing Agreement                      
    and Subscription Agreement are fair and reasonable                        
    and are in the interests of the Company and the                           
    Shareholders as a whole as the Placing Price                              
    represents a premium of approximately 95.58% over