10:08     GOLDIGIT ATOM<02362> - 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.                                                     
                                                                              
    This announcement appears for information purposes                        
    only and does not constitute an invitation or offer                       
    to acquire, purchase or subscribe for securities of                       
    Goldigit Atom-tech Holdings Limited.                                      
                                                                              
    Cathorne Holdings Limited                                                 
    (incorporated in the British Virgin Islands with                          
    limited liability)                                                        
                                                                              
    Goldigit Atom-tech Holdings Limited                                       
    (incorporated in the Cayman Islands with limited                          
    liability)                                                                
    Stock code: 2362                                                          
                                                                              
    JOINT ANNOUNCEMENT                                                        
                                                                              
    SALE AND PURCHASE AGREEMENT RELATING TO SHARES ON                         
    GOLDIGIT ATOM-TECH HOLDINGS LIMITED AND                                   
    UNCONDITIONAL CASH OFFER BY                                               
                                                                              
    Watterson Asia Limited                                                    
                                                                              
    China Everbright Capital Limited                                          
                                                                              
    ON BEHALF OF CATHORNE HOLDINGS LIMITED                                    
    TO ACQUIRE ALL THE ISSUED SHARES OF HK$0.05 EACH IN                       
    THE                                                                       
    SHARE CAPITAL OF GOLDIGIT ATOM-TECH HOLDINGS LIMITED                      
    (OTHER THAN THOSE SHARES ALREADY OWNED                                    
    BY THE OFFEROR AND PARTIES ACTING IN CONCERT WITH IT)                     
                                                                              
    S&P AGREEMENT                                                             
    The directors of each of Cathorne and the Company wish                    
    to announce that on 23 May 2005, the Vendor, being                        
    the controlling Shareholder of the Company, entered                       
    into the S&P Agreement with the Purchasers and Mr.                        
    Lao, pursuant to which the Vendor conditionally                           
    agreed to sell, and the Purchasers conditionally                          
    agreed to purchase, the Sale Shares for a                                 
    consideration of HK$116,947,960, equivalent to                            
    HK$0.10 per Sale Share. The 1,169,479,600 Sale Shares                     
    represent approximately 68.8% of the entire issued                        
    share capital of the Company as at the date of this                       
    announcement and the entire equity interests in the                       
    Company owned by the Vendor prior to Completion.                          
                                                                              
    The sale and purchase of the Sale Shares was duly                         
    completed on 23 May 2005 in accordance with the terms                     
    of the S&P Agreement.                                                     
                                                                              
    OFFER                                                                     
    Immediately following Completion, the Purchasers                          
    collectively owned approximately 68.8% of the issued                      
    share capital of the Company, of which Cathorne and                       
    Suiko hold 302,479,600 Shares and 867,000,000 Shares,                     
    representing approximately 17.8% and 51% of the                           
    existing issued share capital of the Company                              
    respectively. As Cathorne and Suiko are acting in                         
    concert with each other in respect of this acquisition,                   
    Cathorne has been appointed as the Offeror for itself                     
    and Suiko to make a mandatory unconditional general                       
    offer to acquire all the issued Shares other than                         
    those not already owned by the Offeror and parties                        
    acting in concert