Please also refer to the published version of this announcement in the Hong Kong iMail.
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.
(Incorporated in Bermuda with limited liability)
1
VLINK – Discloseable transaction
9th March, 2001

Please also refer to the published version of this announcement in the Hong Kong iMail.
On 27th January, 2001, the Company and the Vendor entered into a conditional sale and purchase agreement pursuant to which, amongst other things, the Company agreed to purchase and the
Vendor agreed to sell 85 per cent. of the issued share capital of WebVideoShop for HK$255 million in cash. Completion took place on 23rd February, 2001.
WebVideoShop is engaged in the delivery and sale of video and audio products using state-of-the-art Interactive Multi-Media Technology and provision of business-to-business solutions to the digital multi-media products industry.
The entering into of the Agreement with the Vendor constituted a discloseable transaction for the
Company under the Listing Rules. Details of the Acquisition will be contained in a circular to be despatched to the shareholders of the Company within 21 days of this announcement.
Shareholders are asked to consider the disclosure in this announcement when considering information disclosed below regarding the Valuation Report.
The Stock Exchange is looking into the timing of the release of this announcement and reserves right to take appropriate action.
On 28th January, 2001 Samsung Sec. obtained an interlocutory injunction in the High Court of the
Hong Kong Special Administrative Region against the Company amongst others restraining the
Company from, inter alia, taking any steps to implement or carry into effect all or any part of the
Acquisition until the final determination of a writ of summons to be taken out by Samsung Sec. seeking orders preventing the Company from completing the Acquisition. The Injunction was discharged on 3rd February, 2001 subject to appeal. Subsequently on 15th February, 2001, the appeal against the discharge was dismissed with the consent of Samsung Sec..
A SGM was purported to be convened on 13th February, 2001 and, in compliance with an order issued by the courts of Bermuda on application by the Company, was adjourned on three consecutive occasions pending further orders from the Supreme Court of Bermuda. To date no such further order has been received by the Company and which reasons are set out in the main body of this announcement. Directors are of the view that no further proceedings will take place in
Bermuda to require the SGM to proceed or not to proceed and the Directors believe that the SGM will not be reconvened.
2
VLINK – Discloseable transaction
9th March, 2001

Please also refer to the published version of this announcement in the Hong Kong iMail.
So far as the Company is aware, as at the date of this announcement, the substantial shareholders of the Company are (i) Sheen Target Technology Limited, with a 13.86% shareholding interest in the Company and the ultimate beneficial owner of which is Mr. Heung Wah Kwok, Andy, and (ii)
Yu Ming Investments Limited, with a 27.55% shareholding interest in the Company and whose interests are held through Longjoy Development Limited (17.77%) and Mark Light Limited
(9.78%). Details of the shareholding structure of the Company are set out below.
At the request of the Company, trading in the shares of the Company was suspended with effect from 10:00 a.m. on 29th January, 2001 and remains suspended pending an announcement in relation to a proposed share transaction.
3
VLINK – Discloseable transaction
9th March, 2001

Please also refer to the published version of this announcement in the Hong Kong iMail.
Date:
27th January, 2001
Parties:
(i) the Company; and
(ii) the Vendor. The Vendor and its beneficial owners are third parties independent of and not connected with the substantial shareholders, chief executive and directors of the Company or any of its subsidiaries or an associate (as defined in Listing Rules) of any of them.
Pursuant to the Agreement, the Company agreed to purchase and the Vendor agreed to sell 85 per cent. of the issued share capital of WebVideoShop. On 28th January, 2001, an interlocutory injunction was issued by the High Court of Hong Kong against the Company and certain of its
Directors, namely Mr. Yeung, Mr. Kwok, Mr. Lai , Mr. Ng and Mr. Wong, restraining the Company and those named Directors from, inter alia, taking any steps to implement or carry into effect all or any part of the Acquisition until the final determination of a writ of summons to be taken out by
Samsung Sec. seeking orders preventing the Company from completing the Acquisition. The
Injunction was discharged on 3rd February, 2001 subject to appeal. Subsequently on 15th February,
2001, the appeal against the discharge was dismissed with the consent of Samsung Sec.. Thus, the
Company became free to proceed with the Acquisition as it sees fit.
The Stock Exchange is looking into the timing of the release of this announcement and reserves right to take appropriate action.
The Consideration for the acquisition was HK$255 million in cash. On 5th February, 2001, the
Company paid the Deposit to the Vendor and the balance of the Consideration was paid by the
Company to the Vendor upon Completion. The Company funded the payment of the Consideration from internal resources.
The Consideration was determined after arm's length negotiations between the parties.
4
VLINK – Discloseable transaction
9th March, 2001

Please also refer to the published version of this announcement in the Hong Kong iMail.
A valuation report in respect of WebVideoShop dated 8th February, 2001 was prepared by
American Appraisal Hongkong Limited. The guideline company method is a form of the market approach to value and is used to estimate value through the analysis of recent sales of comparable assets and properties. A major requirement in applying the guideline company method is to identify companies that are comparable to the subject company in terms of business nature and associated risks. The price-to-revenue ratios of comparative companies, which are a number of comparable companies in the United States, have been applied to the Vendor's projected revenues for the 12 months ended 31st December, 2001. The financial projections are prepared by the management of WebVideoShop based on their market research and statistics available. The results of the market research and the statistics gathered have not been independently verified. This valuation is based on the hypothesis that WebVideoShop will operate in accordance with its projected timetable as prescribed in the business plan. Shareholders are asked to consider the disclosure in this announcement when considering information disclosed regarding the Valuation
Report.
The major assumptions adopted in the Valuation Report are:
(i) there will be no major changes in the existing political, legal, and economic conditions in countries in which WebVideoShop will carry on its business;
(ii) there will be no major changes in the current taxation law in countries in which
WebVideoShop operates, that the rates of tax payable remain unchanged and that all applicable laws and regulations will be complied with;
(iii) exchange rates and interest rates will not differ materially from those presently prevailing;
(iv) the intellectual property of WebVideoShop will not be infringed upon in a manner which would materially affect the economic benefits attributable to WebVideoShop;
(v) the availability of finance will not be a constraint on the forecast growth of
WebVideoShop's operation in accordance to the business plan of WebVideoShop;
(vi) the technology to be utilized by WebVideoShop in implementing its business plan will be viable and successfully deployed;
(vii) WebVideoShop will retain and have competent management, key personnel, and technical staff to implement its business plan and to support its ongoing operation; and
5
VLINK – Discloseable transaction
9th March, 2001

Please also refer to the published version of this announcement in the Hong Kong iMail.
(viii) industry trends and market conditions for related industries in the Greater China will not deviate significantly from economic forecasts.
In their opinion, the fair market value of a 100 per cent. equity interest in the business enterprise of
WebVideoShop was HK$306,900,000 as at 31st December, 2000. Thus on that basis the value attributable to 85 per cent. equity interest in WebVideoShop is HK$260,865,000. This valuation report was commissioned after the parties had entered into the Agreement as part of the preparation of the then pending litigation detailed in the section “Dismissal of Injunction against the Company”. The Directors are pleased that the valuation is broadly in line with the
Consideration determined after arm's length negotiations between the parties.
Completion was originally conditional upon, inter alia, the following Conditions being satisfied on or before 11th February, 2001, and because of the events detailed in the section headed “Dismissal of Injunction against the Company” below, the parties agreed to postpone the last date of satisfaction of the Conditions to 17th February, 2001:
(i) due diligence to be carried out by the Company in relation to the legal and financial conditions of WebVideoShop being satisfactory to the Company;
(ii) the necessary resolutions of the Directors having been passed and adopted at the Directors meeting to approve the Agreement;
(iii) the execution of a deed of indemnity by the Vendor in favour of the Company and
WebVideoShop;
(iv) the obtaining of all necessary consents, authorizations or other approval of any kind in connection with the entering into and performance of the terms of the Agreement; and
(v) the production to the Company by the Vendor of documentary evidence of the fulfillment of the Conditions.
The Conditions have been fulfilled on 17th February, 2001 and Completion took place on 23rd
February, 2001. The balance of the Consideration being HK$235 million was paid to the Vendor.
6
VLINK – Discloseable transaction
9th March, 2001

Please also refer to the published version of this announcement in the Hong Kong iMail.
WebVideoShop is beneficially owned as to 85 per cent. by the Vendor, as to 10 per cent. by
IdeaAsia Limited and as to 5 per cent. by Efun Media Limited. The Company has received confirmation from IdeaAsia Limited and Efun Media Limited that they and their respective beneficial owners are third parties independent of and not connected with the substantial shareholders, chief executive and directors of the Company or any of its subsidiaries or an associate (as defined in the Listing Rules) of any of them. The Vendor is 100 per cent. beneficially owned by Mr. Alfonso Fung, a co-founder of WebVideoShop. Efun Media Limited is a wholly owned subsidiary of G-Prop (Holdings) Limited, a company listed on the Stock Exchange.
The key products and services to be provided by WebVideoShop are as follows:
(i) Home Shopping
WebVideoShop's website offers a wide variety of multi-media products, from video compact discs, digital video discs, laser discs to traditional video tapes and related products, at very competitive prices. Customers can choose to download and view disc contents immediately on their computers or to have physical discs to be delivered directly to their homes. WebVideoShop is negotiating some franchising arrangements with suppliers at the moment.
(ii) Business-to-Business Solutions
WebVideoShop offers a platform for first hand information on intended pressing orders.
Disc-pressing factories can bid for such orders to fill their idle capacities and communicate with the content producers directly to conclude the transactions. Since the Internet makes the bidding process without boundaries, the business-to-business solutions provided by
WebVideoShop would improve significantly the multi-media industry. This part of
WebVideoShop's operations are expected to commence in the second quarter of this year.
(iii) Personalized Interactive Advertising
WebVideoShop will learn the trends of the market by the types of movies subscribed and the products purchased. This allows more personalized and effective advertising. For example, advertisers can promote their products through the sales network of
WebVideoShop and in the videodisc contents. With sponsorship from advertisers, customers can purchase products at WebVideoShop's website at a discount. The commencement of provision of such service is dependent on the progress of the business to be carried out by WebVideoShop as stated in (i) above.
7
VLINK – Discloseable transaction
9th March, 2001

Please also refer to the published version of this announcement in the Hong Kong iMail.
It is expected that the revenue of WebVideoShop will be derived from the following key sources:
(i) sale of multi-media products;
(ii) subscription fee from viewing members;
(iii) transaction fee from provision of business-to-business solutions; and
(iv) advertising revenue
WebVideoShop was incorporated under the laws of Hong Kong on 13th October, 1999. No audited accounts are available as at the date of this announcement. According to the management accounts of WebVideoShop for the period from 13th October 1999 to 31st January 2001, the net asset value is HK$966,829, with net tangible asset value in the sum of HK$286,500 and net profit is
HK$966,729. The Vendor has undertaken, represented and warranted to the Company that the net asset value of WebVideoShop immediately before Completion shall not be in deficit.
8
VLINK – Discloseable transaction
9th March, 2001

Please also refer to the published version of this announcement in the Hong Kong iMail.
WebVideoShop applies Internet-enabling technology to deliver audio and video products. The acquisition under the Agreement is in line with the Company's strategy to invest in
Internet-enabling technology businesses.
WebVideoShop and each of Mr. Alfonso Fung and Mr. Heung Chin Wai (a former shareholder of
WebVideoShop, his 5 per cent. equity interest in WebVideoShop was transferred to Efun Media
Limited on 14th July, 2000), members of the existing management of WebVideoShop have entered into a service agreement on Completion, whereby Mr. Alfonso Fung and Mr. Heung Chin Wai have been appointed as consultants of WebVideoShop for an initial fixed term of 2 years for a nominal monthly consultancy fee of HK$10,000 each. The Vendor has undertaken that it shall use its best endeavour to procure that a number of the leading distributors and film producers of the
Chinese films and movies in Hong Kong, to supply the Chinese films and movies to
WebVideoShop upon the most favourable terms. Although no contract has been entered into to date, confidential and earnest negotiations are currently being conducted and the Vendor expects that a favourable outcome will be forthcoming. In the event that any of these contracts fall into the category of notifiable transaction as defined under the Listing Rules, the Company will make further announcement in compliance with the Listing Rules as appropriate.
The Board considers that by acquiring the equity interest in WebVideoShop, the Company will be able to tap the audio and video markets quickly. Therefore, the Board is of the opinion that the acquisition is in the interest of the Company and its shareholders. Immediately after the
Completion, the Company is expected to have approximately HK$186 million in cash on hand.
The immediate step to be taken by the Board after the Completion will be to fully review and assume the operations of WebVideoShop with the enhanced management resources of the
Company to achieve the vision and promise of the founders of WebVideoShop.
The Board passed the resolution for the approval of the Acquisition after some investigations and negotiations, throughout the process of which the following Directors have expressed their views on the Acquisition.
Mr. Wong viewed the project as having the following competitive advantages:
(i) Entertainments are always a winner in the Internet world;
(ii) High growth potential as Hong Kong is the centre of entertainment for the Chinese market;
(iii) the potential market would cover Greater China, South East Asia and other overseas
Chinese markets; and
9
VLINK – Discloseable transaction
9th March, 2001

Please also refer to the published version of this announcement in the Hong Kong iMail.
(iv) the connection of the co-founder, ie. Mr. Heung Chin Wai, with the entertainment industry gives advantages to WebVideoShop and causes potential competitors higher entrance barriers.
Mr. Kwok opined that the WebVideoShop project ventured into an area which no other similar e-commerce or technology company has previously embarked upon. Furthermore, the “Business to Business” e-commerce platform, which was unprecedented in the view of Mr. Kwok, will lower the cost of production of video discs and significantly enhance the competitiveness of the
“Business to Customers” sales of WebVideoShop. The fact that G-Prop (Holdings) Limited's previous purchase of a 5 per cent. minority stake of WebVideoShop for HK$10.5 million reassured him that the Consideration was reasonable. A valuation report on the business of WebVideoShop was prepared by LCH (Asia-Pacific) Surveyors Limited for G-Prop (Holdings) Limited on 5th
July, 2000.
Mr. Ho Hon Chung (alternate director to Mr. Yeung) regarded it common ground knowledge that the worth of a high tech business was usually not related to the “dollar and cent” amount of investment in, or the tangible asset value of, but the prospects of the project. Comparing to G-Prop
(Holdings) Limited's purchase of a 5 per cent. stake for HK$10.5 million, the Acquisition is for the majority and controlling shareholding of 85 per cent. stake in WebVideoShop. Thus, he considered the Consideration a fair price.
Mr. Lai considered that the proposed investment to be very attractive for the following reasons:
(i) the “Business to Business” solutions linking the disc pressing factories and multi-media content producers was, in his belief, unique in the market and could become very profitable in itself;
(ii) the streaming technique developed by WebVideoShop to deliver multi-media contents over the Internet was impressive as the rate and quality of its delivery was better than the existing techniques used by other market leaders; and
(iii) the franchise business model, which involved a combination of the new and old economy concepts, was attractive.
10
VLINK – Discloseable transaction
9th March, 2001

Please also refer to the published version of this announcement in the Hong Kong iMail.
Since its interim report of 10th January, 2001, the Company has completed the diversion of its business from freight-forwarding to investment in Internet and technology related businesses. In
July 2000, the Company acquired a 20 per cent. stake and has become the largest single shareholder in Future Solutions Laboratory Limited, a market leading wireless and mobile Internet solutions provider in Hong Kong. Another strategic investment by the Company was an acquisition of 20 per cent. interest in Core Solutions Limited, a highly profitable provider of e-commerce solutions and consulting services to blue-chip corporations in Asia. In January, 2001, the Company acquired a 100 per cent. stake in WebSource Consultants Limited, a small but profitable web page design company which in the opinion of the Directors will complement the value chain of both front end design and back end solution provided by the three companies in which the Company has invested.
The Company will continue to search for strong solution, strategy and service businesses in the technology field to invest in and operate in order to provide revenue and profit contributions to shareholders over the medium to long term. At present, the Board does not have any concrete proposal to make further investment. The Company will continue to evaluate any future investment opportunity which will be made available to it from time to time and decide on the investment in accordance with the interest of the Company.
Mr. Yeung and Mr. Wong were appointed as executive directors of the Company on 12th January,
2001 and 19th January, 2001 respectively and Mr. Lai, Mr. Kwok and Mr. Ng were appointed as independent non-executive directors of the Company on 12th January, 2001. The Board believes that the expertise of these Directors, as described below, will enhance the Company's development in the Internet and technology related businesses.
Mr. Yeung is currently the chairman of a Hong Kong based telecom services provision company and is also the vice-chairman of a private company which focuses on equity investments in information technology and multi-media related projects.
Mr. Wong is the managing director of a leading customer relationship management solution provider and has over 14 years of experience in the telecommunication industry. He has also held a number of top positions in various multi-national companies including Jardine & Nestle Hong
Kong Limited and is an independent non-executive director of Pearl Oriental Cyber Force Limited, a company listed on the Stock Exchange.
Mr. Lai is a practising solicitor in Hong Kong with more than 10 years of experience in legal practice. He specialises in intellectual property law in multi-media publication since 1996 and is a non-executive director of Ocean Shores Group Limited, a company listed on the Stock Exchange.
He was elected Urban Councillor in 1995 and was appointed as Provisional Urban Councillor in
1997. He was a member of the Building Appeal Tribunal Panel for the period 1996-2000.
11
VLINK – Discloseable transaction
9th March, 2001

Please also refer to the published version of this announcement in the Hong Kong iMail.
Mr. Kwok has over 20 years of experience in business development, mergers and acquisitions and strategic partnership developments. He is the existing managing director of a Taiwan based technology company which specialises in the provision of information technology infrastructure products and services.
Mr. Ng has 14 years of experience in various leading technology companies in Asia and is the founder and chief executive officer of a company specialising in the research and development of multi-media compression technologies. Prior to that, he was a general manager in the research and development department of Venture Manufacturing, a Singapore listed technology company and during which he was credited with doubling the share price of Venture Manufacturing. He has also held a number of key positions in prominent technology companies.
12
VLINK – Discloseable transaction
9th March, 2001

Please also refer to the published version of this announcement in the Hong Kong iMail.
On 28th January 2001, Samsung Sec. obtained the Injunction restraining the Company and those named Directors from, amongst other things, taking any steps to implement or carry into effect all or any part of the Acquisition until the final determination of a writ of summons to be filed by
Samsung Sec. later. In the skeleton submission prepared by Samsung Sec.'s counsel, it was alleged that, amongst other things, some of the Directors had not received sufficient information to make an informed decision on the Acquisition and therefore the Company should be restrained from completing the Acquisition.
The Injunction was discharged in its entirety by the High Court on 3rd February, 2001 after hearing all the submissions from all the parties because the court was not satisfied that Samsung
Sec. had demonstrated an overwhelming case to continue the injunction.
On 4th February, 2001, upon the undertaking of Mr. Yeung and Mr. Wong that they will not cause the Company to pay any part of the balance of the Consideration, i.e. over and above the Deposit until the earlier of:--
1. 5:00 p.m. on 16th February, 2001; or
2. the final determination of the Plaintiff's appeal against the judgement of Hartmann J made on Saturday, 3rd February, 2001; or
3. a further order of the High Court, the High Court issued a further consent order whereby the Company was allowed to pay the
Deposit but not to complete the Acquisition pending an appeal against the discharge of the
Injunction by Samsung Sec. scheduled for a hearing on 15th February, 2001 by the Court of
Appeal.
In the meantime, Samsung Sec. issued a High Court Summons against the parties named in the
Injunction on 7th February, 2001 for final determination of the issues raised in the Injunction.
Subsequently on 15th February, 2001, the appeal against the discharge of the Injunction was dismissed by the Court of Appeal pursuant to the terms of a consent summons agreed to by
Samsung Sec. and the other parties named in the Injunction.
The consent summons was issued pursuant to a settlement agreement finalised and entered into on
22nd February, 2001 among Samsung Sec, the Company and the other Directors named in the
Injunction whereupon Samsung Sec. would withdraw all actions against the Company and its
Directors subject to the Company agreeing to reimbursing legal expenses incurred by Samsung
Sec. in this matter up to HK$5 million. Since Samsung Sec. has, through its legal adviser,
13
VLINK – Discloseable transaction
9th March, 2001

Please also refer to the published version of this announcement in the Hong Kong iMail.
confirmed to the Company that as at 22nd February, 2001, it only holds 4.9% interest in the share capital of the Company, such arrangement will not constitute a connected transaction for the
Company. The Directors consider that the terms of settlement to be reasonable and in the best interest of the Company by avoiding costly protracted legal proceedings.
14
VLINK – Discloseable transaction
9th March, 2001

Please also refer to the published version of this announcement in the Hong Kong iMail.
On 2nd January, 2001, the Company convened the SGM for 13th February, 2001 detailed in the
Notice of SGM upon the requisition by Long Lead and Irison, who together held in aggregate over
20.7 per cent. of the issued share capital of the Company as at the date of its requisition on 14th
December, 2000. The special business to be considered by the SGM was an increase in the maximum number of Directors and appointment of six additional Directors. On 13th January,
2001, Long Lead withdrew its earlier requisition. Since Irison alone did not have sufficient voting rights required to requisition a special general meeting under the Bye-laws of the Company, the
Board unanimously considered it was appropriate (i) not to put the resolutions proposed by Long
Lead to shareholders of the Company for consideration at the SGM; and (ii) instead to propose a resolution at the SGM that such meeting be adjourned indefinitely.
On 1st February, 2001, the Company received a joint letter from the Purported Shareholders claiming to be shareholders of the Company, holding purportedly 47.7% of the issued share capital of the Company, proposing a resolution to appoint 12 new Directors to the Board at the SGM. As the majority of the Purported Shareholders were not registered members of the Company, and the two registered members Irison and Woodgrain, who together held less than 10 per cent. of the issued share capital of the Company according to the register of members of the Company as at
31st January, 2001, the Company was unsure whether the request could constitute a requisition for a general meeting under the Bye-laws of the Company.
To ensure the validity of this request, the Board canvassed extensive legal advice, both on Hong
Kong Law and on Bermuda Law, performed a detailed scrutiny of compliance with all of the applicable requirements and carried out numerous discussions. During this period, the Company issued the Press Announcement 1 explaining the situation given the facts and legal advice available to the Board by that time for the SGM to be held on 13th February, 2001 and notice made by Samsung Sec.. Having reviewed all of the available facts and legal advice, the majority of the
Board (with Mr. Ashok Kothari (alternate for Mr. Walter Sousa) and Mr. Timothy O'Brien
(alternate for Mr. Seunghoon Lee) dissenting, as previously announced) came to a view that (i) the original requisition made by Long Lead and Irison was fatally flawed by their failure to deposit their requisition at the Company's registered office at Bermuda; and (ii) that according to
Bermudan law, no valid resolution could be passed at the SGM following the unconditional withdrawal of the requisition by Long Lead. Therefore, the Board (with Mr. Ashok Kothari
(alternate for Mr. Walter Sousa) and Mr. Timothy O'Brien (alternate for Mr. Seunghoon Lee) dissenting, as previously announced) decided to cancel the SGM and Press Announcement 2 was made to this effect.
Notwithstanding the decision of the Board, Press Announcement 3 was made by GE and Samsung
Sec., expressing their intention to hold the SGM by themselves. In view of the risk of massive market confusion and the possible prejudice to shareholders, the Board (with Mr. Ashok Kothari
(alternate for Mr. Walter Sousa) and Mr. Timothy O'Brien (alternate for Mr. Seunghoon Lee) dissenting, as previously announced) resolved to seek an injunction preventing, amongst other things, GE and Samsung proceeding with the SGM.
15
VLINK – Discloseable transaction
9th March, 2001

Please also refer to the published version of this announcement in the Hong Kong iMail.
On an urgent ex-parte application for an injunction in the High Court of Hong Kong in the evening of 12th February, 2001, the application was unsuccessful and no reason was given for the decision.
However, an ex-parte Bermudan Order applied for by the Company against the Defendants was issued by the Supreme Court of Bermuda on 12th February, 2001 (Bermuda time). The details of the Bermudan Order are set out below: --
1. The Special General Meeting of the Plaintiff (i.e the Company) purportedly scheduled to be held on Tuesday 13th February, 2001 in Hong Kong should be adjourned pending further order of this Honourable Court (i.e the Supreme Court of Bermuda).
2. The Defendants by their servants or agents or otherwise howsoever be restrained from proceeding with any business at the Special General Meeting of the Plaintiff (i.e. the
Company) purportedly scheduled to be held on Tuesday, 13th February, 2001 in Hong
Kong (other than to adjourn the same) pending further order of this Honourable Court (i.e the Supreme Court of Bermuda).
The SGM was convened on 13th February, 2001 and was adjourned on three consecutive occasions pending further orders from the Supreme Court of Bermuda. To date no such order has been received by the Company and to the best knowledge of the Directors none of the Defendants has made any application in respect of the Bermudan Order. Following the settlement agreement referred to in section headed “Dismissal of injunction against the Company” with Samsung Sec. under which Samsung Sec. agrees to withdraw the High Court action and that a further agreement among the Company, Samsung Sec. and GE not to seek further order from the Supreme Court of
Bermuda which the Directors expect will be finalised shortly, the Directors are of the view that no further proceedings will take place in Bermuda to require the SGM to proceed or not to proceed and the Directors believe that the SGM will not be reconvened. In the event that no further action being taken to pursue the Bermudan Order, the SGM will remain adjourned indefinitely. In the unlikely event that actions are being taken and that a further order be issued by the Supreme Court of Bermuda in reconvening the SGM, further announcement will be made by the Company.
16
VLINK – Discloseable transaction
9th March, 2001

Please also refer to the published version of this announcement in the Hong Kong iMail.
At the request of the Company, trading in the shares of the Company was suspended with effect from 10:00 a.m. on 29th January, 2001 and remains suspended pending an announcement in relation to a proposed share transaction.
17
VLINK – Discloseable transaction
9th March, 2001

Please also refer to the published version of this announcement in the Hong Kong iMail.
For the purpose of the Listing Rules, the entering into of the Agreement constitutes a discloseable transaction for the Company, and therefore subject to disclosure by way of this Announcement and a circular. Details of the Acquisition including, among other things, the valuation reports of
WebVideoShop, will be contained in a circular to be despatched to the shareholders of the
Company within 21 days of this announcement. A full explanatory statement on the Injunction and the SGM will also be included in the said circular.
18
VLINK – Discloseable transaction
9th March, 2001

Please also refer to the published version of this announcement in the Hong Kong iMail.
On 19th February, 2001, the Company received a copy of a notice filed by Yu Ming pursuant to the
Securities (Disclosure of Interests) Ordinance reporting that as at 14th February, 2001, Yu Ming, through its subsidiaries and nominee, held an aggregate of 1,550,000,000 shares in the capital of the Company, representing approximately 27.55 per cent. of the issued share capital of the
Company. Save for the above, the Company has not received any other notices from any substantial shareholder of the Company pursuant to the Securities (Disclosure of Interests)
Ordinance since 29th January, 2001.
So far as the Company is aware, as of the date of this announcement, the shareholding structure of the Company is as follows:--
Shareholders % of Shareholding
Sheen Target Technology Limited
Yu Ming Investments Limited
Public
Note 1:
Note 2:
13.86%
27.55%
(Note 1)
(Note 2)
58.59%
The ultimate beneficial owner of Sheen Target Technology is Mr. Heung Wah
Kwok, Andy
Interests held through Longjoy Development Limited (17.77%) and Mark Light
Limited (9.78%)
19
VLINK – Discloseable transaction
9th March, 2001

Please also refer to the published version of this announcement in the Hong Kong iMail.
“Acquisition” the acquisition by the Company of 85 per cent. of the issued share capital of WebVideoShop from the Vendor.
“Agreement” the conditional sale and purchase agreement dated 27th January,
2001 entered into between the Company and the Vendor.
“Bermudan Order” an ex-parte order applied for by the Company against the
Defendants and issued by the Supreme Court of Bermuda on 12th
February, 2001 (Bermuda time).
“Board”
“Company” the board of directors of the Company. vLink Global Limited, a company incorporated in Bermuda and whose securities are listed on the Stock Exchange.
“Completion”
“Conditions”
“Consideration” completion of the Agreement. the conditions subject to which Completion is to take place. the consideration for the Acquisition, which is HK$255 million in cash.
“Defendants”
Messrs. Seunghoon Lee, Timothy O'Brien, Walter J. Sousa,
Ashok Kothari, Samsung Sec. and the GE Asia Pacific Capital
Technology Fund, against which the Bermudan Order was issued.
“Deposit”
HK$20 million paid to the Vendor on 5th February, 2001 by the
Company for the Acquisition.
“Directors” directors, including the independent non-executive directors, of the Company.
“GE” GE Asia Pacific Capital Technology Fund.
20
VLINK – Discloseable transaction
9th March, 2001

Please also refer to the published version of this announcement in the Hong Kong iMail.
“High Court Action” the High Court summons issued by Samsung Sec. against the parties named in the Injunction on 7th February, 2001 for final determination of the issues raised in the Injunction.
“Injunction” an ex-parte interlocutory injunction obtained by Samsung Sec. in the High Court of Hong Kong on 28th January 2001 against the
Company and certain of its Directors, namely Mr. Yeung, Mr.
Kwok, Mr. Lai and Mr. Ng and Mr. Wong.
“Irison” Irison Limited, a company incorporated in the British Virgin
Islands.
“Listing Rules” the Rules Governing the Listing of Securities on the Stock
Exchange.
“Long Lead”
“Mr. Kwok”
Long Lead Investments Limited.
Mr. Anthony Kwok Ho On, an independent non-executive director of the Company.
“Mr. Lai”
Mr. Alex Lai Hok Lim, an independent non-executive director of the Company.
“Mr. Ng”
Mr. Christopher Ng, an independent non-executive director of the
Company.
“Mr. Wong”
“Mr. Yeung”
Mr. Alex Wong Yau Kuen, an executive director of the Company.
Mr. Tony Yeung Ming Kwong, an executive director of the
Company.
21
VLINK – Discloseable transaction
9th March, 2001

Please also refer to the published version of this announcement in the Hong Kong iMail.
“Notice of SGM” a press announcement made by the Company on 2nd January,
2001 by the Company, in which the Company convened the SGM upon the requisition by Long Lead and Irison, who together held in aggregate over 20.7 per cent. of the issued share capital of the
Company as at the date of its requisition on 14th December, 2000.
“Press Announcement 1”
“Press Announcement 2”
“Stock Exchange”
An interim announcement on 8th February, 2001 by the Company explaining the situation given the facts and legal advice available to the Board by that time for the SGM to be held on 13th
February, 2001 and notice made by Samsung Sec.. a press announcement made on 12th February, 2001 by the
Company, explaining the situation leading to the decision to cancel the SGM.
“Press Announcement 3”
“Purported Shareholders” a press announcement made on 12th February, 2001 by GE and
Samsung Sec., expressing their intention to hold the SGM by themselves notwithstanding the notice of cancellation of the
SGM made in Press Announcement 2 by the Company.
Samsung Trading Co. Ltd. and Samsung Sec. (allegedly holding in aggregate 856,350,000 shares, representing 15.22% of the issued share capital in the Company); Arlington Group S.A., Well
Target Asia Inc. and Cross Link Group S. A. (allegedly holding in aggregate 621,764,000 shares, representing 11.05% of the issued share capital in the Company); and Irison, Microchip Investments
Limited, Woodgrain Group Limited, Colorad Limited and W.
Gage McAfee (allegedly holding in aggregate 1,170,000,000 shares, representing 20.79% of the issued share capital in the
Company).
“Samsung Sec.”
“SGM”
Samsung Securities Company Limited. a special general meeting of the Company purported to be convened on 13th February 2001.
The Stock Exchange of Hong Kong Limited.
22
VLINK – Discloseable transaction
9th March, 2001

Please also refer to the published version of this announcement in the Hong Kong iMail.
“Valuation Report” a valuation report prepared by American Appraisal Hongkong
Limited dated 8th February, 2001.
“Vendor”
Full Gain Holdings Limited.
“WebVideoShop”
“Woodgrain”
“Yu Ming”
* For identification purpose only
WebVideoShop.com Limited, 85 per cent. of the issued share capital of which is the subject-matter of the Agreement.
Woodgrain Group Limited, a company incorporated in the British
Virgin Islands.
Yu Ming Investments Limited.
By order of the board of vLINK GLOBAL LIMITED
Alex Wong Yau Kuen
Executive Director
Hong Kong, 9th March, 2001
23
VLINK – Discloseable transaction
9th March, 2001