09:33 CHEUNG KONG<00001> & HUTCHISON<00013> - Joint Ann. (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. CHEUNG KONG (HOLDINGS) LIMITED HUTCHISON WHAMPOA LIMITED (Incorporated in Hong Kong with limited liability) (Incorporated in Hong Kong with limited liability) (Stock Code: 001) (Stock Code: 013) JOINT ANNOUNCEMENT CONNECTED TRANSACTION The respective Boards of CKH and HWL wish to announce that on 13 May, 2005, CIS, an entity jointly controlled indirectly by CKH and HWL, entered into the Sale and Purchase Agreement for the purpose of the Acquisition at the Consideration of 100,000,000 pounds (or approximately HK$1,455 million) (exclusive of VAT). CIS also entered into a Profit Participation Agreement with the Vendor. It is expected that the Consideration and any Additional Payment will be funded by CKH and HWL in proportion to their indirect 50/50 interest in CIS. HWL is a substantial shareholder of certain subsidiaries of CKH and hence is a connected person of CKH within the meaning of the Listing Rules. CKH is a substantial shareholder of HWL and hence is a connected person of HWL within the meaning of the Listing Rules. CIS is an associate of each of CKH and HWL and thus a connected person of CKH and HWL within the meaning of the Listing Rules. The financial assistance provided or to be provided by each of CKH and HWL to CIS by way of the contribution to the Consideration and any Additional Payment on an unsecured basis and on normal commercial terms in proportion to their 50/50 interest in CIS constitutes or will constitute a connected transaction for each of CKH and HWL under Listing Rule 14A.13(2). As the relevant percentage ratios represented by the estimated aggregate of such contribution amount for each of CKH and HWL are more than 0.1% but less than 2.5%, such provision of financial assistance is according to Listing Rule 14A.66(2) exempt from the independent shareholders' approval requirements and is subject to the reporting and announcement requirements set out in Listing Rules 14A.45 to 14A.47. CONTRIBUTION TO THE CONSIDERATION UNDER THE SALE AND PURCHASE AGREEMENT AND ANY CONTRIBUTION TO THE ADDITIONAL PAYMENT On 13 May, 2005, CIS, an entity jointly controlled indirectly by CKH and HWL, entered into the Sale and Purchase Agreement with the Vendor and the Vendor Guarantor pursuant to which the Vendor has agreed to sell and CIS has agreed to purchase the Property and the Licences upon and subject to the terms and conditions of the Sale and Purchase Agreement. The Consideration for the Acquisition is 100,000,000 pounds (or approximately HK$1,455 million) (exclusive of VAT). The amount of the Consideration is arrived after arm's length negotiations between the parties. If the Condition shall not be fulfilled or waived, either the Vendor or CIS may rescind the Sale and Purchase Agreement by notice. CIS has paid an aggregate amount of 10,000,000 pounds (or approximately HK$145.5 million) in cash as deposit and part payment of the Consideration which is refundable upon termination of the Sale and Purchase Agreement