WH Group Limited — Capital/Financing Update 2002

Jun 26, 2002

The Stock Exchange of Hong Kong Limited (the “Stock Exchange”) 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.

This announcement is for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for securities.

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PREMIUM LAND LIMITED （上海策略置地有限公司）[*]

(Incorporated in Bermuda with limited liability)

PRIVATE PLACING OF UP TO HK$118,764,800 WARRANTS TO SUBSCRIBE FOR NEW SHARES OF HK$0.01 EACH OF PREMIUM LAND LIMITED AT AN ISSUE PRICE OF HK$0.05 PER WARRANT ISSUED BY PREMIUM LAND LIMITED

PLACING MANAGER

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KINGSTON SECURITIES LIMITED

On 8 May 2002, the Company announced its proposal to issue 539,840,000 Warrants. The Warrants will be placed with not less than 100 placees who are independent investors not connected with any of the Directors, chief executive or substantial shareholders of the Company or of its subsidiaries or their respective associates (as defined in the Listing Rules).

Copies of the Prospectus will be despatched to the Shareholders on Thursday, 27 June 2002 for information purposes only and will be available for information purposes only at the office of the Placing Manager at 28th Floor, One International Finance Centre, 1 Harbour View Street, Central, Hong Kong or the principal place of business of the Company in Hong Kong at Room 2804-05, Shui On Centre, 6-8 Harbour Road, Wanchai, Hong Kong at 3:00 p.m. on Thursday, 27 June 2002. The Warrant Placing will commence at 3:00 p.m. on Thursday, 27 June 2002.

Application has been made to the Stock Exchange for the listing of, and permission to deal in, the Warrants and any Shares falling to be issued upon the exercise of the subscription rights attaching to the Warrants.

It is expected that certificates for the Warrants will be despatched to the placees on Friday, 5 July 2002 and dealings in the Warrants on the Stock Exchange are expected to commence on Tuesday, 9 July 2002.

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Premium Land Limited (“Company”) will issue, on 27 June 2002, the listing document (“Prospectus”) in relation to the Warrant Placing. Further details of the Warrant Placing are set out below. Terms used in this announcement shall have the same meanings as defined in the announcements of the Company dated 8 May 2002 and 12 June 2002 (“Announcements”) unless the context otherwise requires.

The Directors refer to the Announcements in relation to the placing of 539,840,000 Warrants at an issue price of HK$0.05 per Warrant. Each Warrant will entitle the holder thereof to subscribe for one Share at an initial subscription price of HK$0.22 per Share, subject to adjustment, during the period from 9 July 2002 to 8 July 2003, both dates inclusive. On exercise of the subscription rights attaching to the Warrants, payment of the subscription money in respect thereof must be made to the Company in immediately available funds (e.g. cashier orders or cheques). The board lot for trading in the Warrants is 40,000 units of HK$8,800 of subscription rights attaching to the Warrants which will entitle the holder thereof to subscribe for, initially, 40,000 Shares on the basis of the initial subscription price of HK$0.22 per Share, subject to adjustment.

The Warrants will be placed by Kingston Securities Limited (“Placing Manager”) with not less than 100 placees who are independent investors not connected with any of the Directors, chief executive or substantial shareholders of the Company or of its subsidiaries or their respective associates as defined in the Listing Rules.

The issue of the Warrants is conditional upon, inter alia, the Stock Exchange granting the listing of, and permission to deal in, the Warrants and the Shares that may fall to be issued on exercise of the subscription rights attaching to the Warrants. Application has been made to the Stock Exchange for the listing of, and permission to deal in, the Warrants and the Shares that may fall to be issued on exercise of the subscription rights attaching to the Warrants. It is expected that certificates for the Warrants will be despatched to those placees entitled thereto on Friday, 5 July 2002 and dealings in the Warrants on the Stock Exchange are expected to commence on Tuesday, 9 July 2002.

Copies of the Prospectus relating to the Warrant Placing will be despatched to the Shareholders, for information purposes only, on Thursday, 27 June 2002 and will be available for information purpose only at the office of the Placing Manager at 28th Floor, One International Finance Centre, 1 Harbour View Street, Central, Hong Kong or the principal place of business of the Company in Hong Kong at Room 2804-05, Shui On Centre, 6-8 Harbour Road, Wanchai, Hong Kong at 3:00 p.m. on Thursday, 27 June 2002.

By Order of the Board Premium Land Limited Dong Bo, Frederic Chairman

Hong Kong, 26 June 2002

• for identification purposes only

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

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