FIH Mobile Limited — Capital/Financing Update 2005

May 13, 2005

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.

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FOXCONN INTERNATIONAL HOLDINGS LIMITED

*

(Incorporated in the Cayman Islands with limited liability)

Stock Code: 2038

DISCLOSEABLE TRANSACTION

The Directors announce that on 12 May 2005, Transworld entered into the Agreements to acquire a total of 84,713,000 shares of CMCS held by the Vendors (representing 56.48% of the total issued share capital of CMCS) for NT$2,499,033,500 (US$78,430,577.79).

The Acquisition constitutes a discloseable transaction of the Company under the Listing Rules. A circular containing, among others, details of the Acquisition will be despatched to the Shareholders as soon as practicable.

THE AGREEMENTS

• I. CM Agreement

Date : 12 May 2005 Parties : (1) Transworld, as purchaser (2) Chi Mei, as vendor Asset acquired : 69,788,000 shares of CMCS (representing 46.53% of its total issued share capital) Consideration : NT$2,058,746,000 (US$64,612,434.49) (representing NT$29.5 (US$0.93) per share), payable in cash upon completion.

The consideration was agreed after arm’s length negotiations between Transworld and Chi Mei with reference to the price/earnings multiple of 11.3 times of CMCS’s audited earnings in 2004.

Completion : Completion shall take place after approval is obtained from the Investment Commission of the Ministry of Economic Affairs of Taiwan.

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II. Jentra Agreement

Date : 12 May 2005 Parties : (1) Transworld, as purchaser (2) Jentra, as vendor Asset acquired : 14,925,000 shares of CMCS (representing 9.95% of its total issued share capital) Consideration : NT$440,287,500 or US$13,818,143.30 (representing NT$29.5 (US$0.93) per share at a conversion rate of NT$31.863:US$1.00), payable in cash upon completion. The consideration was agreed after arm’s length negotiations between Transworld and Jentra with reference to the price/ earnings multiple of 11.3 times of CMCS’s audited earnings in 2004.

Completion : Completion shall take place after approval is obtained from the Investment Commission of the Ministry of Economic Affairs of Taiwan.

INFORMATION ON CMCS

CMCS is a limited liability company incorporated in Taiwan. CMCS is a Taiwan-based original design manufacturer (ODM) in the mobile phone industry dedicated to providing worldwide top-tier handset brand names with one-stop shop services ranging from design, manufacturing, testing to cutting edge wireless technology applications. Its business focus is mainly on OEM/ODM of GSM, GPRS, EDGE handsets and modules.

For the year ended 31 December 2004, the audited net asset value of CMCS was approximately NT$1,817 million (US$57.03 million).

For the financial year ended 31 December 2004, the audited net profits before and after taxation and extraordinary items of CMCS were approximately NT$394 million (US$12.37 million) and NT$391 million (US$12.27 million), respectively. For the financial year ended 31 December 2003, the audited net profits before taxation and extraordinary items and audited net losses after taxation and extraordinary items of CMCS were approximately NT$5 million (US$0.16 million) and NT$36 million (US$1.13 million), respectively.

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REASONS FOR AND BENEFITS OF THE ACQUISITION

It is the Group’s principal strategic objective to be the leading manufacturing services provider in the handset industry. The acquisition of a controlling interest in CMCS will enhance the Group’s design capabilities, reinforce the Group’s vertical integration business model to compete more effectively, as well as strengthen the Group’s services and the provision of value-added services to its key customers. It will also provide the Group with opportunities for revenue growth and margin improvement.

The Directors believe the terms of the transaction are fair and reasonable and in the interests of the Shareholders as a whole.

GENERAL

Upon completion of the Acquisition, CMCS will become a subsidiary of the Company. The Acquisition will be funded by internal resources of the Group.

The Group is a leading vertically integrated manufacturing services provider for the handset industry worldwide. It provides a full range of manufacturing services to its customers in connection with the production of handsets.

Chi Mei’s principal business activities are in the petro chemical industry. Chi Mei was the first acrylic sheet manufacturer in Taiwan. Not only being one of

the largest ABS, PS, AS, BR and PMMA maker in the world, Chi Mei has also ventured into different fields such as food, hospitality, telecommunication, trading, and other hi-tech manufacturing industries.

The principal business activity of Jentra is investment and it is a 42% owned subsidiary of Chi Mei.

The Acquisition constitutes a discloseable transaction of the Company under the Listing Rules. A circular containing, inter alia, further information on the Acquisition will be despatched to the Shareholders in accordance with the relevant requirements of the Listing Rules.

To the best of the knowledge, information and belief of the Directors having made all reasonable enquiries, the Vendors and their respective ultimate beneficial owners are third parties independent of the Company and connected persons (as defined under the Listing Rules) of the Company.

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DEFINITIONS

“ABS” Copolymer of Acrylonitrile, Butadiene and Styrene “Acquisition” the acquisition by Transworld of a total of 84,713,000 shares of CMCS (representing 56.48% of its total issued share capital) from the Vendors pursuant to the Agreements “Agreements” the CM Agreement and Jentra Agreement “AS” Acrylic Sheet “Board” the board of Directors “BR” Butadiene Rubber “Chi Mei” Chi Mei Corporation, a company incorporated in Taiwan “CM Agreement” the sale and purchase agreement dated 12 May 2005 between Transworld and Chi Mei in respect of the acquisition by Transworld of 69,788,000 shares of CMCS (representing 46.53% of its total issued share capital) from Chi Mei “CMCS” Chi Mei Communications Systems, Inc., a company incorporated in Taiwan “Company” Foxconn International Holdings Limited, a company incorporated in the Cayman Islands with limited liability, the shares of which are listed on the Stock Exchange (Stock Code: 2038) “Directors” the directors of the Company “EDGE” Enhanced Data Rate for GSM Evolution “GPRS” General Packet Radio Service “Group” the Company and its subsidiaries “GSM” Global System for Mobile Communications “Jentra” Jentra Investment Limited Liability Company, a company incorporated in the State of Wyoming of the United States of America “Jentra Agreement” the sale and purchase agreement dated 12 May 2005 between Transworld and Jentra in respect of the acquisition by Transworld of 14,925,000 shares of CMCS (representing 9.95% of its total issued share capital) from the Jentra

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“Listing Rules”	The Rules Governing the Listing of Securities on the Stock
	Exchange
“NT$”	New Taiwan dollars, the lawful currency of Taiwan
“OEM”	original equipment manufacturer
“PMMA”	Poly Methyl Methacrylate
“PS”	Polystyrene
“Shareholders”	shareholders of the Company
“Stock Exchange”	The Stock Exchange of Hong Kong Limited
“Transworld”	Transworld Holdings Limited, an indirect wholly-owned
	subsidiary of the Company incorporated in Samoa
“US$”	United States dollars, the lawful currency of the United
	States of America
“Vendors”	Chi Mei and Jentra

Note: the figures in NT$ are converted into US$ at the rate of NT$31.863 = US$1.00 throughout this announcement for indication purposes only.

As at the date of this announcement, the executive Directors are Messrs. Chin Wai Leung, Samuel and Dai Feng Shuh, the non-executive Directors are Messrs. Chang Ban Ja, Jimmy, Lee Jin Ming and Lu Fang Ming and Miss Gou Hsiao Ling and the independent non-executive Directors are Messrs. Lau Siu Ki, Edward Fredrick Pensel and Mao Yu Lang.

By Order of the Board Chin Wai Leung, Samuel Chairman and Chief Executive Officer

Hong Kong, 12 May 2005

• for identification only

Please also refer to the published version of this announcement in The Standard.

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