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Global Mastermind Holdings Limited M&A Activity 2005

May 11, 2005

51247_rns_2005-05-11_04f416b6-de61-4a2a-861c-8b57e6be4567.pdf

M&A Activity

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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.

TRASY GOLD EX LIMITED 卓施金網有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock code: 8063)

DISPATCH OF THE RESPONSE DOCUMENT TO THE UNCONDITIONAL MANDATORY CASH OFFERS BY SOMERLEY LIMITED ON BEHALF OF GOLDEN HALL HOLDINGS LIMITED, A WHOLLY-OWNED SUBSIDIARY OF ITC CORPORATION LIMITED, FOR ALL THE ISSUED SHARES IN, AND FOR CANCELLATION OF ALL OUTSTANDING OPTIONS OF, TRASY GOLD EX LIMITED

(OTHER THAN THOSE ALREADY OWNED BY THE OFFEROR AND PARTIES ACTING IN CONCERT WITH IT)

Financial adviser

to

TRASY GOLD EX LIMITED

The Board wishes to announce that the response document containing, among other things, the letter from the Board and the letter of advice from First Shanghai Capital Limited (the independent financial adviser to the Independent Shareholders and Independent Optionholders as to whether or not to accept the Offers) was dispatched to the Shareholders and Optionholders on 11 May 2005.

Trading in the Trasy Shares on GEM has been suspended since 10 June 2003 at the request of Trasy and will remain suspended until further notice.

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Shareholders and Optionholders are advised (i) to read the Offeree Document (including the letter from First Shanghai Capital Limited) carefully before deciding whether or not to accept the Offers and (ii) to note that the latest time for acceptance of the Offers will be 4:00 p.m. on Wednesday, 25 May 2005.

Attention of the Shareholders and the Optionholders is also drawn to the Offer Document dated 27 April 2005 issued by ITC Corporation Limited setting out the details of the terms of the Offers.

Reference is made to the announcement issued by Trasy dated 11 April 2005 (the “Announcement”) relating to the response to the Offers. Capitalised terms used herein shall have the same meanings as those defined in the Announcement unless otherwise stated herein.

The Board wishes to announce that the response document containing, among other things, the letter from the Board and the letter of advice from First Shanghai Capital Limited (the independent financial adviser to the Independent Shareholders and Independent Optionholders as to whether or not to accept the Offers) was dispatched to the Shareholders and Optionholders on 11 May 2005.

Trading in the Trasy Shares on GEM has been suspended since 10 June 2003 at the request of Trasy and will remain suspended until further notice.

Shareholders and Optionholders are advised (i) to read the Offeree Document (including the letter from First Shanghai Capital Limited) carefully before deciding whether or not to accept the Offers and (ii) to note that the latest time for acceptance of the Offers will be 4:00 p.m. on Wednesday, 25 May 2005.

Attention of the Shareholders and the Optionholders is also drawn to the Offer Document dated 27 April 2005 issued by ITC Corporation Limited setting out the details of the terms of the Offers.

As at the date of this announcement, the Board is comprised of Mr. Chan Kee Chee, Keith, as executive Director, and Ms. Chan Choi Ling as non-executive Director.

DEFINITIONS

In this announcement, the following expressions have the meanings set out below unless the context requires otherwise.

  • “Independent Optionholders” Optionholders other than Mr. Chan Kee Chee, Keith who has indicated that he does not intend to accept the Option Offer

  • “Independent Shareholders” Shareholders other than Mr. Chan Kee Chee, Keith who has indicated that he does not intend to accept the Share Offer

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“Offer Document”

the document dated 27 April 2005 issued by ITC Corporation Limited in accordance with the requirements of the Takeovers Code, which sets out therein details of the terms of the Offers

“Optionholder(s)”

holders of the Trasy Options

By order of the Board TRASY GOLD EX LIMITED Chan Kee Chee, Keith Executive Director

Hong Kong, 11 May 2005

The Directors jointly and severally accept full responsibility for the accuracy of the information contained in this announcement and confirm, after having made all reasonable enquiries, 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.

This announcement, for which the Directors collectively and individually accept full responsibility, includes particulars given in compliance with the GEM Listing Rules for the purpose of giving information with regard to Trasy. The Directors, having made all reasonable enquiries, confirm that, to the best of their knowledge and belief: (i) the information contained in this announcement is accurate and complete and in all material respects and not misleading; (ii) there are no other matters the omission of which would make any statement in this announcement misleading; and (iii) all opinions expressed in this announcement have been arrived at after due and careful consideration.

This announcement will remain on the GEM website on the “Latest Company Announcements” page for at least 7 days from the date of its publication and on the Company’s website at www.trasy.com.

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