Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement. (Incorporated in Bermuda with limited liability) (Stock Code: 00585) UPDATE ON THE WINDING UP POSITION OF IMAGI PRODUCTION LIMITED, A SUBSIDIARY OF IMAGI INTERNATIONAL HOLDINGS LIMITED, REMINDER TO SHAREHOLDERS OF SGM, AND RESUMPTION OF TRADING UPDATE ON THE WINDING UP POSITION OF IMAGI PRODUCTION LIMITED The Board wishes to advise that a winding up order has been granted by the High Court on 14 April 2010. Further announcement(s) will be issued by the Company in this respect as and when necessary. SUSPENSION AND RESUMPTION OF TRADING OF SHARES Trading in the shares of the Company was suspended from 9:37 a.m. on 15 April 2010 pending the release of this announcement relating to the update on the winding up order of IPL granted on 14 April 2010. The Company has made an application to the Stock Exchange for the resumption of trading in the shares of the Company on the Stock Exchange with effect from 9:30 a.m. on 16 April 2010. REMINDER OF SGM TO BE HELD ON 16 APRIL 2010 As set out in the notice of the SGM contained in the Circular (the Notice of SGM ), the SGM is scheduled to be held at 22nd Floor, 8 Commercial Tower, 8 Sun Yip Street, Chai Wan, Hong Kong on Friday, 16 April 2010 at 10:00 a.m.. Shareholders are advised to refer to the Notice of SGM for details of the resolutions to be considered and, if thought fit, passed at the SGM. * For identification purposes only 1
Reference is made to the announcements of Imagi International Holdings Limited (the Company ) dated 5 February 2010, 11 February 2010, 17 February 2010, 1 March 2010, 10 March 2010, 19 March 2010, 24 March 2010 and 9 April 2010 and the Company s circular dated 24 March 2010 (the Circular ). Unless otherwise stated, terms defined in the Circular have the same meaning in this announcement. UPDATE ON THE WINDING UP POSITION OF IMAGI PRODUCTION LIMITED Reference is made to the Company s announcements dated 5 February 2010 and 11 February 2010 in relation to the winding up of Imagi Production Limited ( IPL ), which is a whollyowned subsidiary of the Company. The Board wishes to advise that a winding up order has been granted by the High Court of the Hong Kong Special Administrative Region ( High Court ) on 14 April 2010. Further announcement(s) will be issued by the Company in this respect as and when necessary. SUSPENSION AND RESUMPTION OF TRADING OF SHARES Trading in the shares of the Company was suspended from 9:37 a.m. on 15 April 2010 pending the release of this announcement relating to an update on the winding up order of IPL granted on 14 April 2010. The Company has made an application to the Stock Exchange for the resumption of trading in the shares of the Company on the Stock Exchange with effect from 9:30 a.m. on 16 April 2010. REMINDER OF SGM TO BE HELD ON 16 APRIL 2010 As set out in the notice of the SGM contained in the Circular, the SGM is scheduled to be held at 22nd Floor, 8 Commercial Tower, 8 Sun Yip Street, Chai Wan, Hong Kong on Friday, 16 April 2010 at 10:00 a.m. An announcement in relation to the results of the SGM will be issued by the Company at the earliest practical opportunity. In view of an article that appeared in the public domain today, the Board would like to take this opportunity to repeat below the timetable as extracted from the Circular dated 24 March 2010: Last day of dealings in Shares on a cum-rights basis..............thursday, 8 April 2010 First day of dealings in Shares on an ex-rights basis.................friday, 9 April 2010 Latest time to lodge transfer of Shares in order to qualify for the Rights Issue......... 4:30 p.m. on Monday, 12 April 2010 Closure of register of members of the Company (both dates inclusive)................................... Tuesday, 13 April 2010 to Friday, 16 April 2010 2
Latest time for lodging proxy forms for the SGM........................ 10:00 a.m. on Wednesday, 14 April 2010 Date and time of SGM............................................. 10:00 a.m. on Friday, 16 April 2010 Announcement of results of SGM.............................. Friday, 16 April 2010 Record Date............................................. Friday, 16 April 2010 Effective date of Share Consolidation......................... Commencement of dealings in the Adjusted Shares........................ 9:30 a.m. on Register of members re-opens............................... Despatch of Prospectus Documents........................... Original counter for trading in Shares in existing share certificates in board lots of 2,000 Shares temporarily closes................................................. 9:30 a.m. on Temporary counter for trading in Adjusted Shares in board lots of 200 Adjusted Shares (in the form of existing share certificates) opens.......................... 9:30 a.m. on First day of free exchange of existing certificates for the Shares into new certificates for the Adjusted Shares........... First day of dealings in nil-paid Rights Shares................ Wednesday, 21 April 2010 Latest time for splitting nil-paid Rights Shares........................... 4:30 p.m. on Tuesday, 27 April 2010 Last day of dealings in nil-paid Rights Shares..................... Friday, 30 April 2010 Designated broker starts to stand in the market to provide matching service for the sale and purchase of odd lots of Adjusted Shares................................ 9:30 a.m. on Original counter for trading in Adjusted Shares in board lots of 8,000 Adjusted Shares (only new certificates for the Adjusted Shares can be traded at this counter) re-opens................................. 9:30 a.m. on 3
Parallel trading in Adjusted Shares (in the form of both existing and new certificates) commences......................................... 9:30 a.m. on Latest time for acceptance of, and payment for, the Rights Shares and the applications for excess Rights Shares............................................... 4:00 p.m. on Wednesday, 5 May 2010 Latest time to terminate the Underwriting Agreement and for the Rights Issue to become unconditional......................... 4:00 p.m. on Monday, 10 May 2010 Announcement of results of the Rights Issue..................... Monday, 10 May 2010 Refund cheques to be despatched in relation to wholly or partially unsuccessful applications for excess Rights Shares on or before............................. Tuesday, 11 May 2010 Certificates for fully paid Rights Shares to be despatched on or before................................ Tuesday, 11 May 2010 Commencement of dealings in fully-paid Rights Shares.................... 9:30 a.m. on Thursday, 13 May 2010 Temporary counter for trading in Adjusted Shares in board lots of 200 Adjusted Shares (in the form of existing certificates) closes.............................. 4:00 p.m. on Parallel trading in the Adjusted Shares (represented by both existing and new certificates) ends.................... 4:00 p.m. on Designated broker ceases to stand in the market to provide matching service.......................................... 4:00 p.m. on Last day of free exchange of existing certificates for the Shares for the new certificates for the Adjusted Shares.............. Friday, 28 May 2010 All references to times and dates above are references to Hong Kong local times and dates. 4
Shareholders are advised to refer to the Notice of SGM for details of the resolutions to be considered and, if thought fit, passed at the SGM. In particular, Shareholders should note the following as presented on pages SGM1 to SGM7 of the Circular dated 24 March 2010: (i) the Capital Reorganisation will involve, among other things, a consolidation of every 10 issued and unissued Shares in the capital of the Company into one Consolidated Share of HK$1.00 each and that all fractional Consolidated Shares shall be disregarded and not be issued to Shareholders; (ii) Any fractional entitlements to the Consolidated Shares will be aggregated and, if possible, sold and the net proceeds shall be retained for the benefit of the Company; (iii) As part of the Capital Reorganisation, the issued share capital of the Company will be reduced by cancelling the paid-up capital to the extent of HK$0.999 on each Consolidated Share in issue so that each Consolidated Share shall be treated as one fullypaid up Adjusted Share of HK$0.001; and (iv) The Rights Issue will be on the basis of four Rights Shares for every one Adjusted Share held on the Record Date, being Friday, 16 April 2010. Hong Kong, 15 April 2010 By order of the Board Imagi International Holdings Limited Mr. Phoon Chiong Kit Deputy Chairman and Chief Executive Officer As at the date of this announcement, the executive director of the Company is Mr. Phoon Chiong Kit. The independent non-executive director of the Company is Mr. Ng See Yuen. The Directors jointly and severally accept full responsibility for the accuracy of the information contained in this announcement and confirm, having made all reasonable enquiries, that to the best of their knowledge, 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. 5