09:18 WONSON INT'L<00651>-Announcement&Resumption of Trading(3) (ii) the occurrence of any local, national or international event or change (whether or not forming part of a series of events or changes occurring or continuing before and/or after the date hereof) of a political, military, financials, economic, currency (including a change in the system under which the value of the Hong Kong currency is linked to the currency of the United States of America) or other nature (whether or not sui generis with any of the foregoing), or in the nature of any local, national, international outbreak or escalation of hostilities or armed conflict, or affecting local securities market or the occurrence of any combination of circumstances which may, in the reasonable opinion of Kingston, materially and adversely affect the business or the financial or trading position or prospects of the Group as a whole or adversely prejudices the success of the Placing of the Shares by potential investor(s) or otherwise makes it inexpedient or inadvisable for the Company or Kingston to proceed with the Placing; or (iii) any change in market conditions or combination of circumstances in Hong Kong (including without limitation suspension or material restriction on trading in securities) occurs which affect the success of the Placing (such success being the placing of the Shares to potential investor(s)) or otherwise in the reasonable opinion of the Kingston make it inexpedient or inadvisable or inappropriate for the Company or Kingston to proceed with the Placing. The Directors are not aware of the occurrence of any of such events as at the date of this announcement. The Placing may or may not proceed. Shareholders and potential investors are advised to exercise caution when dealing in the Shares. Completion The Placing is to be completed on or before the third business day after satisfaction of the Placing Condition or such other date as the parties may agree. The Placing Agreement will lapse if the Placing Conditions are not satisfied by 15th August, 2005 or such later date as may be agreed between the Company and Kingston. Reason for the Placing In view of the current market conditions the Directors consider that the Placing represents an opportunity to raise capital for the Company while broadening the shareholder base and the capital base of the Company. THE SECOND PLACING Further to the announcement of the Company dated 24 March, 2005 in relation to the postponement of the latest date of fulfillment of conditions for completion of the Second Placing from 31 March, 2005 to 31 May, 2005, as at the date of this announcement, the conditions of the Second Placing has not been fulfilled and at this stage, the Company has not agreed with Kingston as to whether the Second Placing will be completed on or before 3 June 2005 (being the third business day after 31 May, 2005) or whether the completion of the Second Placing will be further extended. The Company will make an announcement in relation to the completion of the Second Placing as and when it is appropriate. EFFECT ON SHAREHOLDING STRUCTURE The existing and enlarged shareholding structure of the Company immediately before and after the issue of the Placing Shares, Capital Reorganisation and the issue of Reorganised Shares under the Second Placing (assuming that there are no other changes in the issued share capital of the Company) are set out below: Name of Shareholders No. of shares held at the date of this announcement Percentage of issued share capital at the date of this announce-ment No. of shares held immediately before the Placing and the issue of shares pursuant to the Second Placing but after the Capital Reorganisation Percentage of entire issue share capital of the Company immediately before the Placing and the issue of shares pursuant to the Second Placing but after the Capital Reorganisation No. of Reorganised Shares held immediately after the Placing and Capital Reorganisation but before the issue of shares pursuant to the Second Placing Percentage of entire issue share capital of the Company immediately after the Placing and Capital Reorganisation but before the issue of shares pursuant to the Second Placing No. of Reorganised Shares held immediately after the Placing, the Second Placing and Capital Reorganisation (Note) Percentage of entire issue share capital of the Company immediately after the Placing, the Second Placing and Capital Reorganisation (Note)