Matrix Holdings Limited — M&A Activity 2000

Jul 25, 2000

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.

MATRIX HOLDINGS LIMITED	SUNCORP INVESTMENTS GROUP LIMITED
(Incorporated in Bermuda with limited liability)	(Incorporated in the British Virgin Islands with limited liability)

JOINT ANNOUNCEMENT

DELAY IN DESPATCH OF THE UNCONDITIONAL OFFER DOCUMENT

The despatch of the unconditional cash offer document to shareholders of the Company will be delayed from 24 July 2000 to no later than 7 August 2000.

Unless otherwise stated, terms used in this announcement shall have the same meanings as those defined in the joint announcement of the Company and Suncorp dated 3 July 2000 (the "Joint Announcement") relating to the possible unconditional cash offer by Deloitte & Touche Corporate Finance Limited on behalf of Suncorp for all the issued Shares other than Shares already owned or agreed to be acquired by Suncorp or parties acting in concert with it.

Reasons for delay

It was announced in the Joint Announcement that the Agreement is conditional upon certain conditions being fulfilled. One of the conditions of the Agreement is that Suncorp be satisfied with the result of its legal and financial due diligence investigation on the Group carried out during a 14 calendar day period commencing from 30 June 2000, being the date of the Agreement. However, as the legal and financial due diligence will take more time to complete than expected, the Vendors and Suncorp have agreed to extend the period for conducting the legal and financial due diligence on the Group by 14 days to end on 28 July 2000. Hence, Completion is expected to be delayed. The offer document in relation to the unconditional cash offer for all the issued Shares other than Shares already owned or agreed to be acquired by Suncorp or parties acting in concert with it will be despatched within seven days after Completion.

Delay in the despatch of the unconditional cash offer document

Pursuant to the provisions of the Takeovers Code, an offer document setting out the temrs of the offer is required to be despatched by the Company and Suncorp to the shareholders of the Company within 21 days of the date of the Joint Announcement. As the legal and financial due diligence will require more time than expected, Completion is expected to be delayed. Accordingly, an application has been made to the Securities & Futures Commission for an extension of time for the despatch of the composite offer document to a date no later than 7 August 2000.

	By the Order of the Board	By the Order of the Board
	Matrix Holdings Limited	Suncorp Investments Group Limited
	Wong Chak Hung, James	Cheng Yung Pun
	Chairman	Director

Hong Kong, 24 July 2000

The directors of the Company jointly and severally accept full responsibility for the accuracy of information (other than that relating to Suncorp) contained in this announcement and confirm, having made all reasonable inquiries, that to the best of their knowledge, the opinions expressed in this announcement have been arrived at after due and careful consideration and that there are no other facts not contained in this announcement, the omission of which would make any statement in the announcement misleading.

The sole director of Suncorp accepts full responsibility for the accuracy of information contained in this announcement (other than that relating to the Group) and confirms, having made all reasonable inquiries, that to the best of his knowledge, the opinions expressed in this announcement have been arrived at after due and careful consideration and that there are no other facts not contained in this announcement, the omission of which would make any statement in the announcement misleading.

Please also refer to the published version of this announcement in the iMail dated 25th July, 2000