09:27 U-RIGHT INT'L<00627> - Announcement & Resumption (3) the Company on the Record Date and not be Excluded Shareholders. In order to be registered as members of the Company on the Record Date, Shareholders must lodge any transfer of Shares (with the relevant Share certificates) for registration with the Registrar by 4:00 p.m. on Thursday, 23 June 2005. The Registrar is: Tengis Limited Ground Floor, Bank of East Asia Harbour View Centre 56 Gloucester Road, Wanchai, Hong Kong The invitation to subscribe for the Offer Shares to be made to the Qualifying Holders will not be transferable. Application for excess Offer Shares: Under the Open Offer, Qualifying Holders may apply for any entitlements of the Excluded Shareholders and any Offer Shares not be taken up by the Qualifying Holders. Application can be made by completing the Excess Application Form for excess Offer Shares and lodging the same with a separate remittance for the excess Offer Shares being applied for. The Directors will allocate the excess Offer Shares at their discretion, on a fair and equitable basis, in proportion to the number of excess Offer Shares applied for by the respective Qualifying Holders under the Excess Application Forms, but will give preference to topping-up odd lots to whole board lots. The detailed allocation basis for the excess applications is expected to be announced in the announcement of results of the Open Offer on Thursday, 21 July 2005. Closure of register of members: The register of members of the Company will be closed from Friday, 24 June 2005 to Tuesday, 28 June 2005 (both dates inclusive) to determine the eligibility of Shareholders to the Open Offer. No transfer of Shares will be registered during this period. Subscription Price: HK$0.25 per Offer Share, payable in full on application. The Subscription Price represents: (i) a discount of approximately 31.5% to the closing price of HK$0.365 per Share as quoted on the Stock Exchange on 12 May 2005, being the last trading day before the suspension of trading in the Shares pending the publication of this announcement; (ii) a discount of approximately 23.48% to the theoretical ex-entitlement price of approximately HK$0.3267 per Share based on the aforesaid closing price per Share; (iii) a discount of approximately 31.88% to the average closing price of HK$0.367 per Share as quoted on the Stock Exchange for the last 5 consecutive trading days up to and including 12 May 2005, being the last trading day before the suspension of trading in the Shares pending the publication of this announcement; (iv) a discount of approximately 31.22% to the average closing price of HK$0.3635 per Share as quoted on the Stock Exchange for the last 10 consecutive trading days up to and including 12 May 2005, being the last trading day before the suspension of trading in the Shares pending the publication of this announcement; and (v) a discount of approximately 19.95% to the net tangible asset value per Share of approximately HK$0.3123 with reference to the unaudited net tangible asset value of the Group of approximately HK$555 million as at 30 September 2004 as shown in the interim report of the Company for the six months ended 30 September 2004 and 1,777,325,500 Shares in issue as at the date of this announcement. The Board considers the terms of the Open Offer, including the Subscription Price, are fair and reasonable. The Subscription Price has been determined based on arm's length negotiations between the Company and ACE, with reference to the prevailing market conditions. The Board considers that the discount of the Subscription Price as compared to the recent market prices of Shares would encourage Shareholders to participate in the Open Offer and accordingly maintain their shareholdings in the Company and participate in the future growth of the Group. Status of the Offer Shares: The Offer Shares, when allotted and issued, will rank pari passu in all respects with the Shares in issue on the date of allotment and issue of the Offer Shares. Holders of the Offer Shares will be entitled to