CR Construction Group Holdings Limited — M&A Activity 2000

Jun 19, 2000

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.

	(Incorporated in Bermuda with limited liability)

 The Response Document has been despatched today

 The Share Offer will close for acceptance on 4:00 p.m. on 29 June 2000

With reference to the announcements dated 2 May 2000 and 7 June 2000 in relation to the despatch of the offer document relating to the unconditional mandatory cash offers (the "Share Offer") by Vickers Ballas Hong Kong Limited and Tai Fook Securities Company Limited on behalf of Mr. Tsim Wing Kong (the "Offeror") dated 23 May 2000, the Board is pleased to inform that the Response Document has been despatched to the Shareholders today.

The Share Offer will be open for acceptance until 4:00 p.m. on Thursday, 29 June 2000. While the Offeror has no intention of revising or extending the Share Offer beyond this date, he reserves the right to do so. Acceptances tendered after 4:00 p.m. on 29 June 2000 will only be valid if the Share Offer is revised or extended before 9:30 a.m. on 30 June 2000.

The Response Document contains the following financial information about the Company and its subsidiaries (the "Group") which has not been previously disclosed:

Pro forma adjusted unaudited consolidated net liability of the Group

The following is a statement of pro forma adjusted unaudited consolidated net liabilities of , the Group based on the audited net liabilities of the Group as at 31 March 1999 and adjusted as follows:

HK$'000

Audited consolidated net liabilities of the Group as at 31 March 1999 (Note) (480,287 )

Unaudited consolidated net loss attributable to Shareholders

for the eleven months ended 29 February 2000 (110,760 )

Unaudited consolidated net liabilities of the Group as at 29 February 2000 (591,047 )

Audited consolidated net liabilities per share as at 31 March 1999

(Based on 400 million shares in issue) (HK$1.20 )

Unaudited consolidated net liabilities per share

as at 29 February 2000 (Based on 400 million shares in issue) (HK$1.48 )

Note: The auditors, Ernst & Young, Hong Kong were unable to form an opinion on the financial statements of the Group for the year ended 31 March 1999. Details of the auditors' report and audited financial statements of the Group are set out in the Company's 1999 annual report.

Shareholders are advised to read the advice by the Independent Board Committee and the Independent Financial Advisers in the Response Document before deciding on whether to accept the Share Offer or not.

For and on behalf of

KEL Holdings Limited

Leung Yat Tung

Chairman

16 June, 2000

The Directors jointly and severally accept full responsibility for the accuracy of the information contained in this announcement and confirm, having made all reasonable inquires, that to the best of their knowledge, the opinions expressed in this announcement have been arrived at after due and careful consideration and there are no other facts not contained in this announcement, the omission of which would make any statement in this announcement misleading.

"Please also refer to the published version of this announcement in the Hong Kong i-mail"