Enterprise Development Holdings Limited — M&A Activity 2011

Feb 11, 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 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.

AFFLUENT START TAI-I INTERNATIONAL TAI-I INTERNATIONAL HOLDINGS INVESTMENT HOLDINGS LIMITED (BVI) LIMITED LIMITED 台一國際控股有限公司

(Incorporated in the BVI with limited (Incorporated in the Cayman Islands with (Incorporated in the BVI with limited liability) limited liability) liability)

(Stock code: 1808)

COMPLETION OF THE AGREEMENT AND DISTRIBUTION IN SPECIE

On 8 February 2011, all the conditions precedent for the Agreement were fulfilled. On 11 February 2011, Completion took place and the Distribution In Specie was made.

Haitong Securities will, on behalf of Affluent Start, make the Listco Offer to the Independent Shareholders to acquire all the issued Shares (other than those already owned or agreed to be acquired by Affluent Start or by parties acting in concert with it) at HK$0.3925 per Share.

Polaris will, on behalf of Tai-I BVI, make the Privateco Offer to the Privateco Shareholders to acquire all the Privateco Shares (other than those already owned or agreed to be owned by Tai-I BVI and parties acting in concert with it) at HK$0.45 per Privateco Share.

The Listco Offer Document and the Privateco Offer Document, respectively, will be despatched to the Shareholders and the Privateco Shareholders on or before 18 February 2011 in accordance with the Takeovers Code. Further announcements will be made after the Listco Offer Document and the Privateco Offer Document have been despatched respectively.

Reference is made to the announcements of the Company dated 14 September 2010, 22 September 2010 and 21 October 2010, respectively, the joint announcement of Affluent Start, the Company and Tai-I BVI dated 17 November 2010, the circular of the Company dated 18 January 2011 (the “Circular”), the joint announcement of the Company and Tai-I BVI dated 2 February 2011 and the announcement regarding poll results of the EGM of the Company dated 8 February 2011, in relation to, among other things, the Agreement, the Proposal, the Listco Offer and the Privateco Offer. Unless otherwise stated, capitalised terms used herein shall have the same meanings as those defined in the Circular.

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COMPLETION OF THE AGREEMENT AND DISTRIBUTION IN SPECIE

On 8 February 2011, all the conditions precedent for the Agreement were fulfilled. On 11 February 2011, Completion took place and the Distribution In Specie was made.

Upon Completion, Affluent Start and parties acting in concert with it are interested in 405,487,000 Shares, representing approximately 50.30% of the entire issued Shares. Accordingly, Affluent Start is required to make a mandatory unconditional cash offer to acquire all issued Shares (other than those already owned or agreed to be acquired by Affluent Start and parties acting in concert with it) pursuant to Rule 26.1 of the Takeovers Code. Haitong Securities will, on behalf of Affluent Start, make the Listco Offer to the Shareholders at HK$0.3925 per Share.

Haitong Capital is satisfied that Affluent Start has sufficient financial resources available to it to satisfy full acceptance of the Listco Offer.

Following Completion and the Distribution In Specie, Tai-I BVI and parties acting in concert with it are interested in 197,177,000 Privateco Shares, representing approximately 33.07% of the entire issued share capital of the Privateco. Polaris will, on behalf of Tai-I BVI, make a conditional voluntary cash offer to the Privateco Shareholders to acquire all Privateco Shares (other than those already owned or agreed to be acquired by Tai-I BVI and parties acting in concert with it) at HK$0.45 per Privateco Share.

Polaris is satisfied that sufficient financial resources are available to Tai-1 BVI to satisfy full acceptance of the Privateco Offer.

The Listco Offer Document and the Privateco Offer Document, respectively, will be despatched to the Shareholders and the Privateco Shareholders on or before 18 February 2011 in accordance with the Takeovers Code. Further announcements will be made after the Listco Offer Document and the Privateco Offer Document have been despatched respectively.

Privateco Shareholders and/or potential investors of the Privateco are reminded that, subject to the level of valid acceptance of the Privateco Offer, the Privateco Offer may or may not become unconditional. Privateco Shareholders and/or potential investors of the Privateco should therefore exercise caution when dealing in the Privateco Shares.

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Privateco Shareholders should also note that the share certificates of the Privateco will be posted by ordinary post at their own risk as soon as possible after the close of the Privateco Offer and only to the Privateco Shareholders who do not accept the Privateco Offer, or to all Privateco Shareholders in the event that the Privateco Offer cannot become or be declared unconditional and as a result, lapses.

By Order of the board of By Order of the board of By Order of the board of AFFLUENT START HOLDINGS TAI-I INTERNATIONAL TAI-I INTERNATIONAL (BVI) INVESTMENT LIMITED HOLDINGS LIMITED LIMITED King Pak Fu Huang Cheng-Roang Hsu Shou-Hsin Sole Director Chairman Sole Director

Hong Kong, 11 February 2011

As at the date of this joint announcement, the Board comprises four executive Directors, namely Mr. Huang Cheng-Roang (Chairman), Mr. Lin Chi-Ta (Chief Executive Officer), Mr. Huang Kuo-Feng and Mr. Du Chi-Ting, and five independent non-executive Directors, namely Mr. Kang Jung-Pao, Mr. Cheng Yang-Yi, Mr. Tsay Yang-Tzong, Mr. Yan Minghe and Mr. Atsushi Kanayama.

The Directors jointly and severally accept full responsibility for the accuracy of the information contained in this joint announcement (other than that relating to Affluent Start, Tai-I BVI, their respective associates and parties acting in concert with each of Affluent Start and Tai-I BVI) and confirm, having made all reasonable inquiries, that to the best of their knowledge, opinions expressed in this joint 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 joint announcement misleading.

As at the date of this joint announcement, Mr. Hsu Shou-Hsin is the sole director of Tai-I BVI.

Mr. Hsu Shou-Hsin accepts full responsibility for the accuracy of the information contained in this joint announcement (other than that relating to Affluent Start, the Company, their respective associates and parties acting in concert with each of Affluent Start and the Company) and confirms, having made all reasonable inquiries, that to the best of his knowledge, opinions expressed in this joint 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 joint announcement misleading.

As at the date of this joint announcement, Mr. King is the sole director of Affluent Start.

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Mr. King accepts full responsibility for the accuracy of the information contained in this joint announcement (other than that relating to the Company, Tai-I BVI, their respective associates and parties acting in concert with each of the Company and Tai-I BVI) and confirms, having made all reasonable inquiries, that to the best of his knowledge, opinions expressed in this joint announcement have been arrived at after due and careful consideration and there are no other facts not contained in this joint announcement, the omission of which would make any statement in this joint announcement misleading.

As at the date of this joint announcement, the board of directors of Taiwan Tai-I comprises seven directors, namely Mr. Hsu Jui-Chun, Mr. Hsu Shou-Hsin, Mr. Hsu Shou-Teh, Mr. Liao Wen-Lung, Mr. Kanayama Akikazu, Mr. Huang Dong-Chuan and Ms. Hsu Yu-Ying.

The directors of Taiwan Tai-I jointly and severally accepts full responsibility for the accuracy of the information contained in this joint announcement (other than that relating to Affluent Start, the Company, their respective associates and parties acting in concert with each of Affluent Start and the Company) and confirms, having made all reasonable inquiries, that to the best of their knowledge, opinions expressed in this joint announcement have been arrived at after due and careful consideration and there are no other facts not contained in this joint announcement, the omission of which would make any statement in this joint announcement misleading.

The English text of this joint announcement shall prevail over its Chinese text.

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