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• Pursuant to Paragraph 9.19 (23), Part J of Chapter 9 of the Listing Requirements of Bursa Malaysia Securities Berhad, TM is pleased to announce that its subsidiary listed on the Colombo Stock Exchange, Dialog, has on 14 November 2005, entered into a Share Sale Agreement to acquire 100% of the issued and paid-up share capital of MTT Network from the following parties (collectively known as the “Vendors”):
  
  

  Name	No. of MTT Network shares held	%
  Rajendram Maharaja	2	0.01
  Sunpower Systems (Private) Limited	7,075,000	8.58
  Sipson Investments Limited	75,293,201	91.41
  	82,368,203	100.00

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  The Proposed Acquisition involves the acquisition by Dialog of the entire equity interest in MTT Network from the Vendors for United States Dollars (“USD”) 18.6 million (approximately RM70.3 million). The proposed acquisition would be financed from Dialog’s internally generated funds and/or borrowings.
  
  Dialog and the Vendors have agreed that the completion of the acquisition is subject to, amongst others:
  
  (i) Notification to the Board of Investments of Sri Lanka of the proposed transfer of the shares in MTT Network to Dialog;
  
  (ii) Restatement by key employees of MTT Network of their current employment contracts; and
  
  (iii) The termination of all contracts, loans, corporate guarantees and other arrangements with related parties of the Vendors and persons affiliated to the Vendors.
  
  The Proposed Acquisition is expected to be completed by the end of 2005. Upon completion, MTT Network will become a wholly owned subsidiary of Dialog.

• MTT Network was incorporated in Sri Lanka on 27 August 1993. The authorised share capital of MTT Network is Sri Lankan Rupees (“LKR”) 1,000 million, comprising 100 million ordinary shares of LKR10 each, of which 82.368 million shares have been issued and fully paid-up.
  
  MTT Network is involved in the construction of transmission towers to provide, operate and develop infrastructural facilities to establish the following:
  
  (i) Voice and data communications systems;(ii) Radio and television broadcasting systems; and(iii) Mobile radio communication systems.

• MTT Network also provides, operates and develops facilities required for telecommunications, sound, audio-visual transmission, satellite transmission, reception of satellite transmission and retransmission of satellite communicative broadcasting and transmission of information and also has a licence to provide fixed voice telephony services using WLL technology for a duration of 10 years commencing November 2005 (“Licence”).
  
  

• The proposed acquisition will provide Dialog with an avenue to venture into Sri Lanka's lucrative data communications and broadband services market going forward. MTT Network’s Licence also provides Dialog with the opportunity to make direct investments into the fixed services sector, thereby expanding its presence in Sri Lanka's telecommunications market, and maximising its forward growth opportunities based on a wide spectrum of services to retail as well as wholesale consumers.
  
  

• • • 
      The Proposed Acquisition will not have any effect on TM's issued and paid-up share capital and shareholdings of substantial shareholders.
      
  5.1 Share capital and shareholdings of substantial shareholders

• • • 
      The Proposed Acquisition will not have any material effect on the NTA of the TM group.
      

• • • 
      The Proposed Acquisition is not expected to have any material effect on the earnings of the TM group for the financial year ending 31 December 2005.