Eminence Enterprise Limited — M&A Activity 2011

Oct 25, 2011

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

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**Easyknit International Holdings Limited 永義國際集團有限公司 *** (Incorporated in Bermuda with limited liability)

(Stock code : 1218)

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**Easyknit Enterprises Holdings Limited 永義實業集團有限公司 ***

(Incorporated in Bermuda with limited liability) (Stock code : 0616)

JOINT ANNOUNCEMENT

OFFER HAS BECOME UNCONDITIONAL IN ALL RESPECTS

MANDATORY CONDITIONAL OFFER BY ALTUS INVESTMENTS LIMITED ON BEHALF OF EASYKNIT INTERNATIONAL HOLDINGS LIMITED (THROUGH GOODCO DEVELOPMENT LIMITED) FOR ALL THE ISSUED SHARES IN THE SHARE CAPITAL OF EASYKNIT ENTERPRISES HOLDINGS LIMITED (OTHER THAN THOSE ALREADY OWNED OR AGREED TO BE ACQUIRED BY EASYKNIT INTERNATIONAL HOLDINGS LIMITED, GOODCO DEVELOPMENT LIMITED AND PARTIES ACTING IN CONCERT WITH IT)

Financial Adviser to Easyknit International Holdings Limited ALTUS CAPITAL LIMITED

THE OFFER HAS BECOME UNCONDITIONAL IN ALL RESPECTS

The board of directors of Easyknit International and Easyknit Enterprises jointly announce that, as the condition set out in the Composite Offer Document has now been satisfied, the Offer has become unconditional on Tuesday, 25 October 2011.

Pursuant to Rule 15.3 of the Takeovers Code, the Offer will remain open for acceptance for not less than 14 days after the Offer becomes unconditional in all respects, which falls within the 21 days offer period requirement of Rule 15.1 of the Takeovers Code in this case. Accordingly, the latest time and date for acceptance of the Offer will be 4:00 p.m. on Friday, 11 November 2011 or such other time as the Offeror may determine and announce in accordance with the Takeovers Code.

Save as set out above, all other terms of the Offer as set out in the Composite Offer Document and the Form of Acceptance remain unchanged.

* for identification only

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Reference is made to the joint announcements made by the Easyknit International and Easyknit Enterprises dated 12 September and 19 October 2011 in relation to the Offer and the Composite Offer Document jointly issued by Easyknit International and Easyknit Enterprises dated 21 October 2011. Unless otherwise defined, capitalised terms used herein shall have the same meanings as those defined in the Composite Offer Document.

THE OFFER HAS BECOME UNCONDITIONAL IN ALL RESPECTS

As at the date hereof, the Offeror has received acceptances of Shares, which together with the Shares already held or agreed to be acquired by Easyknit International, the Offeror and parties acting in concert with any of them, comprise more than 50% of the voting rights of the Easyknit Enterprises. As the condition has now been satisfied, the Offer has become unconditional on Tuesday, 25 October 2011.

As at 25 October 2011, the Offeror and parties acting in concert with it owned an aggregate of 247,742,192 Shares, representing approximately 44.99% of the issued share capital of Easyknit Enterprises (of which, there are a total of 11,374,000 Shares representing approximately 2.07% of the issued share capital of Easyknit Enterprises being acquired by the Offeror from the open market since the first joint announcement issued on 12 September 2011 in relation to the Offer). Up to 25 October 2011, the Offeror has received valid acceptances of 28,230,500 Shares, representing approximately 5.13% of the issued share capital of Easyknit Enterprises.

THE OFFER REMAINS OPEN FOR ACCEPTANCE

Pursuant to Rule 15.3 of the Takeovers Code, the Offer will remain open for acceptance for a period of no less than 14 days after the Offer become unconditional in all respects, which falls within the 21 days offer period requirement of Rule 15.1 of the Takeovers Code in this case. Accordingly, the latest time and date for acceptance of the Offer will be 4:00 p.m. on Friday, 11 November 2011 or such other time as the Offeror may determine and announce in accordance with the Takeovers Code.

Save as set out above, all other terms of the Offer as set out in the Composite Offer Document and the Form of Acceptance remain unchanged. Shareholders are advised to refer to the Composite Offer Document of the acceptance procedures if they wish to accept the Offer. Further announcement on the result of the Offer will be made on Friday, 11 November 2011 in accordance with Rule 19.1 of the Takeovers Code.

Remittances in respect of cash consideration (after deducting the seller’s ad valorem stamp duty) payable for the Shares tendered under the Offer will be posted by ordinary post to the holders of Shares accepting the Offer at their own risk as soon as possible, but in any event within 10 days of the later of the date hereof or the date of receipt by the Registrar of all the relevant documents of title to render the acceptance by such holder under the Offer complete and valid. The latest date for the posting of the remittances and the share certificates of Easyknit Enterprises will be 21 November 2011.

By Order of the Board By Order of the Board EASYKNIT INTERNATIONAL EASYKNIT ENTERPRISES HOLDINGS LIMITED HOLDINGS LIMITED Kwong Jimmy Cheung Tim Kwong Jimmy Cheung Tim President and Chief Executive Officer Chairman and Chief Executive Officer

Hong Kong, 25 October 2011

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As at the date hereof, the board of directors of Easyknit International comprises Mr. Kwong Jimmy Cheung Tim, Ms. Lui Yuk Chu and Ms. Koon Ho Yan, Candy as executive directors, Mr. Tse Wing Chiu, Ricky as non-executive director and Mr. Tsui Chun Kong, Mr. Jong Koon Sang and Mr. Hon Tam Chun as independent non-executive directors.

As at the date hereof, the board of directors of Easyknit Enterprises comprises Mr. Kwong Jimmy Cheung Tim, Ms. Lui Yuk Chu and Ms. Koon Ho Yan, Candy as executive directors, Mr. Tse Wing Chiu, Ricky as non-executive director and Mr. Kan Ka Hon, Mr. Lau Sin Ming and Mr. Foo Tak Ching as independent non-executive directors.

The directors of Easyknit International jointly and severally accept full responsibility for the accuracy of the information contained in this announcement (other than information in relation to Easyknit Enterprises) and confirm, having made all reasonable enquires, that to the best of their knowledge, 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.

The directors of Easyknit Enterprises jointly and severally accept full responsibility for the accuracy of the information contained in this announcement (other than information in relation to Easyknit International, the Offeror and the parties acting in concert with any of them (except Easyknit Enterprises itself)) and confirm, having made all reasonable enquiries, that to the best of their knowledge, 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.

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