STYLAND HOLD<0211> - Announcement

Styland Holdings Limited

MAJOR TRANSACTION
AND
GENERAL MANDATES FOR ISSUE AND REPURCHASE OF SHARES

The Directors announce that Global Eagle, a wholly owned subsidiary of the 
Company has conditionally agreed to acquire 40% of the issued share 
capital of Cyber World Technology and the Sale Debts at the total 
consideration of HK$148 million. The Consideration was based on the net 
asset value of Cyber World Technology with reference to the Pro forma 
Management Accounts which includes the value of the Beijing Spatial Port 
Network being valued at HK$370 million. The principal asset of Cyber World 
Technology is its 100% interest in Beijing Spatial Port Network, a wholly 
foreign owned enterprise incorporated in the PRC which is engaged in the 
field of geographic information system, global positioning system, remote 
sensing and provision of internet related services. The Company will 
satisfy the Consideration by the issuance of Promissory Notes and 
Consideration Shares or cash.

AGREEMENT DATED 13th JANUARY, 2000

Parties:

Purchaser:      Global Eagle, a company incorporated in the British Virgin 
Islands and a wholly owned subsidiary of the Company

Vendor: Zelma, a company incorporated in the British Virgin Islands

Guarantors:     Mr. Liu Wei and Mr. He Xiao Feng

Zelma and its directors, Mr. Liu Wei ("Mr. Liu") and Mr. He Xiao Feng 
("Mr. He") are independent third parties not connected with the Company, 
directors, chief executives or substantial shareholders of the Company or 
any of its subsidiaries or any of their respective associates as defined 
in the Listing Rules. Zelma and its directors, Mr. Liu and Mr. He are not 
interested in any shares of the Company as at the date of this 
announcement.

ACQUISITION

Global Eagle has conditionally agreed to acquire 40 shares in Cyber World 
Technology from Zelma, which represents 40% of the issued share capital of 
Cyber World Technology and the Sale Debts at the Consideration, being the 
aggregate of HK$131,609,368 for the Sale Shares and HK$16,390,632 for the 
Sale Debts. Zelma is beneficially interested in 80% of the issued share 
capital of Cyber World Technology, the balance of 20% of the issued share 
capital of Cyber World Technology was held by an independent third party. 
Upon Completion, Zelma shall hold 40% of the issued share capital of Cyber 
World Technology as long term investment.

The principal asset of Cyber World Technology is its 100% interest in 
Beijing Spatial Port Network, a wholly foreign owned enterprise 
incorporated in the PRC which is engaged in the field of geographic 
information system, global positioning system, remote sensing and internet 
related services (collectively the "4S"). Further details of the 4S are 
set out below:

Geographic Information System ("GIS")

GIS is an information system that uses geographical points as a core 
reference point that relate virtually all data including, demographic, 
economical, social, commercial and financial data into an organized 
network that supports data maintenance, inquiry, analysis, graphical 
presentation, simulation and solution suggestion. GIS has proven to be a 
powerful tool for resource planning, allocation and deployment for cities. 
As PRC is facing tremendous pressure in population growth, resource 
depletion and pollution, the development of GIS will help to address these 
problems. Currently, users in PRC mostly rely on the foreign GIS products 
and there are increasing demand for local customized GIS system.

Global Positioning System ("GPS")

With satellites and sensors, GPS is a 24-hours, all weather, wireless 
navigation system. GPS is widely used for civilian usage in the PRC. The 
directors of Cyber World Technology expect that the demand for GPS will 
increase rapidly in the areas of vehicle tracking, investigation, mapping, 
navigation, railway management, marine system management and power system 
management.

Remote Sensing ("RS")

RS is an integrated survey technology, developed on the foundation of 
aerial photographic survey. With the breakthrough in spatial and computer 
technologies and the growing demand in geographical and biological 
research and practice, RS has become increasingly popular in the PRC. 
Particularly, RS is a technology supporting GIS in providing accurate and 
instant photographs and models. RS is expected to support a wide range of 
industries with its unique instant image formation such as agriculture, 
forestry, ore survey and exploitation, irrigation and archaeology.

Internet Related Services ("IRS")

The strong proliferation of internet usage in PRC was fueled by supports 
from both the PRC government and foreign business giants in recent years. 
With the strong demand to go online by the government, enterprises and 
civilians in PRC, the IRS industry in the PRC has been growing rapidly. 
Line of related business includes, internet service provider, internet 
content provider and internet website design and production.

To capture on the fast growth characteristic of high technology products, 
Beijing Spatial Port Network have entered into co-operative contracts with 
the City and Environment Management Faculty of Beijing University and the 
International Economic Research Centre of Peking University for 4S 
research and development, project marketing and management.

Cyber World Technology was incorporated in the British Virgin Islands on 
12th May, 1999 and no audited accounts have been prepared. As at the date 
hereof, Cyber World Technology has entered into project agreement of 
approximately HK$27 million. Based on the Pro forma Management Accounts, 
the unaudited net profit attributable to shareholders of Cyber World 
Technology for the period from 12th May, 1999 to 30th November, 1999 was 
approximately HK$5.04 million and the unaudited net asset value of Cyber 
World Technology as at 30th November, 1999 was approximately HK$353.8 
million. As the date hereof, Cyber World Technology has entered into 
letter of intent with contract value of approximately HK$218 million.

Consideration

The Consideration was determined on an arm's length basis between Zelma 
and the Company with reference to the net asset value of Cyber World 
Technology and the Sale Debts as shown in the Pro forma Management 
Accounts. The net asset value as shown in the Pro forma Management 
Accounts was approximately HK$353.8 million which includes Beijing Spatial 
Port Network being preliminarily valued at HK$370 million. The Sale Debts 
as shown in the Pro forma Management Accounts was approximately HK$16.39 
million.

The Consideration of HK$148 million will be subject to post completion 
audit adjustments with Beijing Spatial Port Network being valued at HK$370 
million. If the net asset value as shown in the Audited Completion 
Accounts is less than HK$350 million, the Consideration shall be adjusted 
accordingly on a dollar-for-dollar basis. There will be no upward 
adjustment to the Consideration and there will be no adjustment to the 
consideration of the Sale Debts.

Payment Terms

The Consideration will be satisfied by in the following manners:

(a)     Refundable deposit of HK$40,000,000 upon the signing of the 
Agreement by issue of Promissory Note of same face amount; and

(b)     the issue and allotment of 400,000,000 Shares upon the completion 
of the Agreement, credited as fully paid at HK$0.06 each or at the option 
of Global Eagle HK$24,000,000, in cash; and

(c)     the balance of HK$84,000,000 within 25 business day after the 
completion of the Agreement, to be satisfied by issue of Promissory Note.

The Consideration Shares will rank pari passu in all respect with the 
existing issued Shares. The issue price of the Consideration Shares 
represents 18.9% discount to the closing price of the date of the 
Agreement and is equivalent to 9.09% discount to the average closing price 
of HK$0.066 for the 10 trading days prior to the date of the Agreement. 
The Consideration Shares represent approximately 10.82% of the existing 
issued share capital of the Company as at the date hereof and 9.77% of the 
issued share capital of the Company, as enlarged by the issue of the 
Consideration Shares. Upon Completion, the shareholding of the Principal 
Shareholders in the Company will be reduced from 17.21% to 15.53%. The 
Audited Completion Accounts shall be finalized within 15 days after 
Completion and Global Eagle shall issue a Promissory Note of appropriate 
amount if adjustment has to be made upon the finalization of the Audited 
Completion Accounts within 10 days after the issuance of the Audited 
Completion Accounts. Zelma have no present intention to appoint any 
directors into the Company. The Company is considering to appoint 
directors into the board of Cyber World Technology upon Completion. The 
Company shall finance the cash payment, if any, by internal resources or 
fund raising exercise.

Terms of the Promissory Notes

The Promissory Notes issued by Global Eagle will bear interest from and 
including the date of issue at 7.5% per annum and payable together with 
the principal amount upon maturity of 3 calendar years after the 
Completion. The Promissory Notes will be guaranteed by the Company. Global 
Eagle shall have the option to serve notice to the holder of the 
Promissory Notes 3 business days in advance and repay in part or in full 
the Promissory Notes. The Company shall finance the re-payment of the 
Promissory Notes by internal resources or fund raising exercise.

Condition and Completion Date:

Pursuant to the Listing Rules, the Acquisition constitutes a major 
transaction for the Company. Completion is conditional upon fulfillment of 
the following conditions precedent:

1.      The Shareholders' approval of the Agreement and issue of 
Consideration Shares;

2.      The Agreement (including all transactions and actions contemplated 
thereunder) have been cleared of all the disclosure and approval 
requirements applicable to the Company under the Listing Rules by the 
Stock Exchange,

3.      A PRC legal opinion in relation to the transactions contemplated 
by the Agreement in such form and substance to the satisfaction of Global 
Eagle having been obtained;

4.      Global Eagle being satisfied with the result of the due diligence 
review of the assets, liabilities and operations of Cyber World Technology 
and Beijing Spatial Port Network;

5.      the Listing Committee of the Stock Exchange granting the listing 
of and the permission to deal in the Consideration Shares.

Subject to fulfillment of the conditions precedent, Completion will take 
place on the 5th business day after fulfillment of the conditions 
precedent or 180 days after the date of the Agreement, whichever is 
earlier, or such other date as Global Eagle and Zelma may agree. If the 
conditions precedent are not fulfilled or waived by Global Eagle within 
180 days after the date of the Agreement, the Agreement will lapse and 
Zelma shall return the Promissory Note to Global Eagle.

Reason for the Acquisition

The Company is an investment holding company. The principal activities of 
the Group consisted of investment holding, infrastructure development and 
operation, property development and investment, general import and export 
trading, financing business and securities dealing. The Acquisition 
represents a good opportunity for the Group to diversify into high 
technology industry and capture the recent rapid growth of the information 
technology business.

Application for listing

The Company will apply to the Listing Committee of the Stock Exchange for 
the listing of, and permission to deal in the Consideration Shares.

ADJUSTMENT TO THE SUBSCRIPTION PRICE OF THE WARRANTS AND SHARE OPTION

Subject to the completion of the Acquisition and on the basis of the 
adjustment formula in the instruments constituting the Warrants and the 
Share Option, the subscription price payable upon exercise of the 
subscription rights attaching to the Warrants and the Share Option will be 
adjusted in accordance with the instrument. Further announcement regarding 
the details of the adjustment will be made when appropriate.

GENERAL MANDATES

The Directors will also seek the approval of Shareholders to a general 
mandate to issue and repurchase the Company's securities in the SGM.

GENERAL

A circular containing, among other things, further details of Acquisition, 
the general mandates for issue and repurchases of Shares, a notice of the 
SGM, the business valuation report of Cyber World Technology and the 
financial information of Cyber World Technology and the Company will be 
despatched to Shareholders as soon as practicable.

TERMS USED IN THIS ANNOUNCEMENT

"Acquisition"   acquisition of 40% interest in Cyber World Technology by 
                Global Eagle
"Agreement"     the agreement entered between the Company and Zelma on 
                13th January, 2000 in relation to the Acquisition
"Audited Completion Accounts"   audited accounts of Cyber World Technology 
                                as at Completion
"Beijing Spatial Port Network"  Beijing Spatial Port Network Technology 
                                Limited, a wholly foreign owned enterprise 
                                incorporated in PRC on 15th July, 1999
"Company"       Styland Holdings Limited, an exempted company incorporated 
                in Bermuda with limited liabilities, the securities of  
                which are listed on the Stock Exchange
"Completion"    completion of the Acquisition
"Consideration" the aggregate consideration payable by Global Eagle to 
                Zelma for the acquisition of the Sale Shares and the Sale 
                Debts
"Consideration Shares"  the issue and allotment of 400,000,000 Shares at 
                        HK$0.06 each for the settlement of part of the 
                        Consideration
"Cyber World Technology"        Cyber World Technology Limited, a company 
                                incorporated in the British Virgin Islands 
                                on 12th May, 1999
"Directors"     directors of the Company
"Global Eagle"  Global Eagle Investments Limited, a company incorporated 
                in the British Virgin Islands and a wholly owned 
                subsidiary of the Company
"Group" the Company and its subsidiaries
"HK$"   Hong Kong dollars
"Mr. Cheung"    Mr. Kenneth Cheung Chi-Shing, chairman and substantial 
                shareholder of the Company
"Listing Rules" rules governing the listing of securities on the Stock 
                Exchange
"Principal Shareholders"        Mr. Cheung and his associates, K.Y. 
                                Limited, K.C. (Investment) Limited and Ms. 
                                Yvonne Han-Yi Yeung who together 
                                beneficially owns 636,029,991 Shares, 
                                representing approximately 
                                17.21% of the existing issued share 
                                capital of the Company.
"Pro forma Management Accounts" unaudited consolidated management accounts 
                                of Cyber World Technology as at 30th 
                                November, 1999 with Beijing Spatial 
                                Network Technology Limited being valued at 
                                HK$370 million
"Promissory Note"       promissory notes issued by Global Eagle
"PRC"   the People's Republic of China
"RMB"   Renminbi, the lawful currency of PRC
"Sale Debts"    all outstanding loan due from Cyber World Technology to 
                Zelma as at Completion.
"Sale Shares"   40 shares of Cyber World Technology representing 40% of 
                its issued share capital immediately before Completion
"SGM"   the special general meeting of the Company to be held on or about 
        22nd February, 2000
"Share(s)"      ordinary share(s) of HK$0.01 each in the share capital of 
                the Company
"Shareholder(s)"        holder(s) of the Shares
"Share Option(s)"       option(s) to subscribe for Shares granted on 12th 
                        August, 1997 and 21st April, 1999 under a share 
                        option scheme adopted by the Company on 13th 
                        November, 1991
"Stock Exchange"        The Stock Exchange of Hong Kong Limited
"Warrant(s)"    warrant(s) with subscription rights being transferable in 
                amounts and multiples of HK$0.20 entitling holders to 
                subscribe in cash for new Shares at any time on or before 
                31st December, 2000 (or such earlier date as prescribed by 
                the instrument constituting such warrants)at the existing 
                adjusted subscription price of HK$0.45 per Share, subject 
                to further adjustment
"Zelma" Zelma's Company Limited, a company incorporated in the British 
                Virgin Islands on 18th September, 1998


By Order of the Board
Styland Holdings Limited
Henry Bing-Kwong Chan
Director

Hong Kong, 13th January, 2000