GoFintech Quantum Innovation Limited — Capital/Financing Update 2003

Apr 25, 2003

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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(incorporated in Bermuda with limited liability)

ANNOUNCEMENT

1. Acquisition of an interest in Starbow Holdings Limited

2. Rights Issue of 144,434,000 new shares of HK$0.10 each on the basis of one Rights Share for every two existing Shares held at HK$0.30 per Rights Share payable in full on acceptance – Extension in the expected timetable for the Rights Issue

Financial adviser to Pacific Challenge Holdings Limited in relation to the Rights Issue and underwriter for the Rights Issue

CHATERON CORPORATE FINANCE LIMITED 華 夏 融資有限公司

ACQUISITION OF AN INTEREST IN STARBOW

The Board announced that on 9 April 2003, the Company, through Elect Investments Limited, its wholly owned subsidiary, acquired 903,060,000 shares of HK$0.01 each in the capital of Starbow, representing approximately 20.17% of the entire issued share capital of Starbow for a consideration of approximately HK$17.2 million from Mr. Chim Pui Chung, one of the substantial shareholders of Starbow.

The Board wishes to confirm that the Company is not acting in concert (either by virtue of the classes of presumption under the definition section of the Takeovers Code or otherwise) with any of the Vendor and other substantial shareholders of Starbow in respect of the voting rights of Starbow. Except for the sale and purchase agreement entered into between the Company’s wholly owned subsidiary and the Vendor on 9 April 2003, the Company and the Directors confirm that there is no relationship, financial or otherwise, arrangement, agreement or understanding, whether formal or informal, direct or indirect, of whatever nature, between the Company and its respective concert parties, including its directors, its subsidiaries and associated companies (as defined in the Takeovers Code and including the presumption of concert parties) on the one hand and the Vendor and his concert parties (as defined in the Takeovers Code and including the presumption of concert parties) and other substantial shareholders of Starbow (including their respective concert parties) on the other, in respect of the Acquisition and the voting rights of Starbow. Kandy Profits, the major substantial shareholder of the Company and currently holding approximately 53.4% in the issued share capital of

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the Company, also confirms that there is no relationship, financial or otherwise, arrangement, agreement or understanding, whether formal or informal, direct or indirect, of whatever nature, between Kandy Profits and its respective concert parties, including its beneficial owner, subsidiaries and associated companies (as defined in the Takeovers Code and including the presumption of concert parties) on the one hand and the Vendor and his concert parties (as defined in the Takeovers Code and including the presumption of concert parties) and other substantial shareholders of Starbow (including their respective concert parties) on the other, in respect of the Acquisition and the voting rights of Starbow.

With reference to certain recent press articles published in relation to any possible out of court settlement arrangement (relating to any possible buyback of Kistefos’ interests in the Company by the Company and/or its substantial shareholders and/or other potential placees) for the Litigation between the Company and Kistefos, a substantial shareholder currently holding approximately 21.6% in the issued share capital of the Company, the Board also wishes to clarify that since the takeover of the Company by Kandy Profits, the Company has not approached Kistefos in relation to any possible out of court settlement arrangement. Further announcements will be made by the Company as soon as practicable regarding any material development on the Litigation.

EXTENSION IN THE EXPECTED TIMETABLE FOR THE RIGHTS ISSUE

Further to the Announcement dated 18 March 2003 in relation to, inter alia, the Rights Issue and the Rights Issue prospectus dated 8 April 2003 and in view of the fact that (i) trading in the Shares and nil-paid Rights Shares on the Stock Exchange had been suspended with effect from 2:30 p.m. on Thursday, 17 April 2003 pending the issue of this announcement; and (ii) no dealings in nil-paid Rights Shares on the Stock Exchange had taken place up to and including Wednesday, 23 April 2003 (being the last day of dealings in nil-paid Rights Shares on the Stock Exchange) in accordance with the original expected timetable, the Directors have proposed to extend the expected timetable for the Rights Issue in the manner set out below in this announcement.

According to the original expected timetable for the Rights Issue, the day on which the Rights Issue is expected to become unconditional (or the last day on which the Underwriter may exercise its force majeure rights to terminate the arrangements as set out in the Underwriting Agreement in relation to the Rights Issue) was 4:00 p.m. (Hong Kong time) on 28 April 2003. According to the Underwriting Agreement, the latest time by which the Underwriter may exercise its force majeure rights is 4:00 p.m. (Hong Kong time) on the third business day immediately following the last day of acceptance of provisional allotments under the Rights Issue and payment for the Rights Shares. In the light of the revised expected timetable for the Rights Issue under which the last day of acceptance of provisional allotments under the Rights Issue and payment for the Rights Shares is now extended to 6 May 2003, Shareholders are reminded that the day on which the Rights Issue is expected to become unconditional (or the last day on which the Underwriter may exercise its force majeure rights to terminate the arrangements as set out in the Underwriting Agreement in relation to the Rights Issue) is now being extended to 12 May 2003.

Save for the aforementioned change in the expected timetable for the Rights Issue, all terms and conditions of the Rights Issue will remain unchanged.

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Warning:

Any buying or selling of Shares commencing from the date of this announcement up to the date on which all the outstanding conditions of the Rights Issue are fulfilled, and any buying or selling of nil-paid Rights Shares from Monday, 28 April 2003 up to and including 4:00 p.m. on Wednesday, 30 April 2003 in accordance with the revised expected timetable as set out below, is at the investor’s own risk. Investors may wish to seek professional advice in this regard.

GENERAL

Trading in the Shares and the nil-paid Rights Shares on the Stock Exchange had been suspended from 2:30 p.m. (Hong Kong time) on 17 April 2003 at the request of the Company and an application has been made to the Stock Exchange for the resumption in the trading of the Shares and the nil-paid Rights Shares on the Stock Exchange with effect from 9:30 a.m. (Hong Kong time) on 28 April 2003. Trading in the Shares and the nil-paid Rights Shares of the Company are suspended for an additional business day on Friday, 25 April 2003 in order to facilitate arrangements for the trading of the Shares and the nil-paid Rights Shares of the Company resulting from the extension in the expected timetable for the Rights Issue, which shall commence with effect from 9:30 a.m. on Monday, 28 April 2003. Nil-paid Rights Shares of the Company are traded under stock code 2930.

ACQUISITION OF AN INTEREST IN STARBOW

The board of directors (the “Board”) of Pacific Challenge Holdings Limited (the “Company”) announced that on 9 April 2003, the Company, through Elect Investments Limited, its wholly owned subsidiary, acquired 903,060,000 shares of HK$0.01 each in the capital of Starbow Holdings Limited (“Starbow”), representing approximately 20.17% of the entire issued share capital of Starbow for a consideration of approximately HK$17.2 million (“Acquisition”) from Mr. Chim Pui Chung, one of the substantial shareholders of Starbow (“Vendor”). The consideration is based on HK$0.019 per share, the closing market price of Starbow shares on 8 April 2003 and is wholly financed by the internal resources of the Company. The Company had no interest in Starbow before the Acquisition. Upon completion of the Acquisition, the Company has become the largest substantial shareholder of Starbow.

Starbow and its subsidiaries are principally engaged in the distribution and retailing of computers and computer-related products, provision of sub-contracting services and trading of consumer electronic products, publication and distribution of computer games, and manufacturing and supply of motherboards, add-on cards and computer games related products.

The Company has no intention to appoint or request Starbow to appoint any person(s) to be nominated as director(s) of Starbow, and has no plan as to the future directions of the business of Starbow or to be involved in the daily management and operations of Starbow. The Company may appoint or request Starbow to appoint any person(s) to be nominated as director(s) of Starbow in the future as and when the Company considers appropriate, although the Company does not have any present intention in this regard. The Company had no interest in Starbow before the Acquisition and the Acquisition is one of the investment portfolio held by the Company and its subsidiaries (the “Group”) in marketable securities in the Hong Kong stock market. The management believes the Acquisition will benefit the Group from the appreciation in the market value of the shares of Starbow.

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The Board wishes to confirm that the Company is not acting in concert (either by virtue of the classes of presumption under the definitions section of the Hong Kong Code on Takeovers and Mergers (the “Takeovers Code”) or otherwise) with any of the Vendor and other substantial shareholders of Starbow in respect of the voting rights of Starbow. Except for the sale and purchase agreement entered into between the Company’s wholly owned subsidiary and the Vendor on 9 April 2003, the Company and the Directors confirm that there is no relationship, financial or otherwise, arrangement, agreement or understanding, whether formal or informal, direct or indirect, of whatever nature, between the Company and its respective concert parties, including its directors, its subsidiaries and associated companies (as defined in the Takeovers Code and including the presumption of concert parties) on the one hand and the Vendor and his concert parties (as defined in the Takeovers Code and including the presumption of concert parties) and other substantial shareholders of Starbow (including their respective concert parties ) on the other, in respect of the Acquisition and the voting rights of Starbow.

Kandy Profits Limited (“Kandy Profits”), the major substantial shareholder of the Company and currently holding approximately 53.4% in the issued share capital of the Company, also confirms that there is no relationship, financial or otherwise, arrangement, agreement or understanding, whether formal or informal, direct or indirect, of whatever nature, between Kandy Profits and its respective concert parties, including its beneficial owner, subsidiaries and associated companies (as defined in the Takeovers Code and including the presumption of concert parties) on the one hand and the Vendor and his concert parties (as defined in the Takeovers Code and including the presumption of concert parties) and other substantial shareholders of Starbow (including their respective concert parties) on the other, in respect of the Acquisition and the voting rights of Starbow.

With reference to certain recent press articles published in relation to any possible out of court settlement arrangement (relating to any possible buyback of Kistefos’ interests in the Company by the Company and/or its substantial shareholders and/or other potential placees) for the litigation (the “Litigation”) between the Company and Kistefos Investment A.S. (“Kistefos”), a substantial shareholder currently holding approximately 21.6% in the issued share capital of the Company, the Board also wishes to clarify that since the takeover of the Company by Kandy Profits, the Company has not approached Kistefos in relation to any possible out of court settlement arrangement. Further announcements will be made by the Company as soon as practicable regarding any material development on the Litigation.

EXTENSION IN THE EXPECTED TIMETABLE FOR THE RIGHTS ISSUE

Reference is made to the announcement dated 18 March 2003 (the “Announcement”) issued by the Company in relation to, inter alia, the Rights Issue. Capitalized terms used in this announcement shall have the same meanings ascribed to them in the Announcement unless the context herein otherwise requires.

As stated in the Announcement and as referred to in the Rights Issue prospectus dated 8 April 2003, it was intended that the Rights Shares would be traded in nil-paid form during the period from Thursday, 10 April 2003 to Wednesday, 23 April 2003, both days inclusive. The Directors noted that trading in the Shares and nil-paid Rights Shares on the Stock Exchange had been suspended with effect from 2:30 p.m. on Thursday, 17 April 2003 pending the issue of this announcement. In view of the fact that no dealings in nil-paid Rights Shares on the Stock Exchange had taken place up to and including Wednesday, 23 April 2003 (being the last day of dealings in nil-paid Rights Shares on the Stock Exchange) in

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accordance with the original expected timetable, the Directors have proposed to extend the expected timetable of the Rights Issue in the manner set out below:–

2003 Resumption in the trading of Shares and nil-paid Rights Shares on the Stock Exchange . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9:30 a.m. (Hong Kong time) on Monday, 28 April Last day of dealings in nil-paid Rights Shares on the Stock Exchange . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4:00 p.m. (Hong Kong time) on Wednesday, 30 April Latest time for acceptance of, and payment for, provisional allotments under the Rights Issue and application for excess Rights Shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4:00 p.m. (Hong Kong time) on Tuesday, 6 May Rights Issue expected to become unconditional . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .Monday, 12 May Announcement of the results of the Rights Issue to be published . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Tuesday, 13 May Refund cheques in respect of wholly or partially unsuccessful applications for excess Rights Shares to be despatched on or before . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Friday, 16 May Certificates for the fully-paid Rights Shares to be despatched on or before . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Friday, 16 May Commencement of dealings in the fully-paid Rights Shares on the Stock Exchange . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Tuesday, 20 May

According to the original expected timetable for the Rights Issue, the day on which the Rights Issue is expected to become unconditional (or the last day on which the Underwriter may exercise its force majeure rights to terminate the arrangements as set out in the Underwriting Agreement in relation to the Rights Issue) was 4:00 p.m. (Hong Kong time) on 28 April 2003. According to the Underwriting Agreement, the latest time by which the Underwriter may exercise its force majeure rights is 4:00 p.m. (Hong Kong time) on the third business day immediately following the last day of acceptance of provisional allotments under the Rights Issue and payment for the Rights Shares. In the light of the revised expected timetable for the Rights Issue under which the last day of acceptance of provisional allotments under the Rights Issue and payment for the Rights Shares is now extended to 6 May 2003, Shareholders are reminded that the day on which the Rights Issue is expected to become unconditional (or the last

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day on which the Underwriter may exercise its force majeure rights to terminate the arrangements as set out in the Underwriting Agreement in relation to the Rights Issue) is now being extended to 12 May 2003.

Save for the aforementioned change in the expected timetable for the Rights Issue, all terms and conditions of the Rights Issue will remain unchanged.

Warning:

Any buying or selling of Shares commencing from the date of this announcement up to the date on which all the outstanding conditions of the Rights Issue are fulfilled, and any buying or selling of nil-paid Rights Shares from Monday, 28 April 2003 up to and including 4:00 p.m. on Wednesday, 30 April 2003 in accordance with the revised expected timetable as set out above, is at the investor’s own risk. Investors may wish to seek professional advice in this regard.

GENERAL

Trading in the Shares and the nil-paid Rights Shares on the Stock Exchange had been suspended from 2:30 p.m. (Hong Kong time) on 17 April 2003 at the request of the Company and an application has been made to the Stock Exchange for the resumption in the trading of the Shares and the nil-paid Rights Shares on the Stock Exchange with effect from 9:30 a.m. (Hong Kong time) on 28 April 2003. Trading in the Shares and the nil-paid Rights Shares of the Company are suspended for an additional business day on Friday, 25 April 2003 in order to facilitate arrangements for the trading of the Shares and the nil-paid Rights Shares of the Company resulting from the extension in the expected timetable for the Rights Issue, which shall commence with effect from 9:30 a.m. on Monday, 28 April 2003. Nil-paid Rights Shares of the Company are traded under stock code 2930.

For and on behalf of Pacific Challenge Holdings Limited Cheong Tin Yau Chairman

Hong Kong, 24 April 2003

• For identification purpose only

“Please also refer to the published version of this announcement in China Daily”.

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