Filed By TTM Technologies, Inc.
Pursuant to Rule 425 Under the Securities Act of 1933
And Deemed Filed Pursuant to Rule 14a-12
Under the Securities Exchange Act of 1934
Subject Company: TTM Technologies, Inc.
Commission File No. 333-164012

[MEADVILLE HOLDINGS LIMITED JOINT ANNOUNCEMENT — FEBRUARY 11, 2010]

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.

No securities of Meadville Holdings Limited or TTM Technologies, Inc. may be offered or sold in the United States absent registration or an exemption from registration under the United States Securities Act of 1933, as amended. This announcement does not constitute an offer to sell or a solicitation of an offer to buy any securities of Meadville Holdings Limited or TTM Technologies, Inc. nor shall there be any sale of any such securities in any country or jurisdiction in which any such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such country or jurisdiction.

		TTM Technologies, Inc.
		(incorporated in the State of Delaware, United States
		of America)
Top Mix Investments Limited		TTM Hong Kong Limited
(incorporated in the British Virgin Islands with limited liability)		(incorporated in Hong Kong with limited liability)

JOINT ANNOUNCEMENT

DESPATCH OF THE CIRCULAR

(1) VERY SUBSTANTIAL DISPOSAL AND VERY SUBSTANTIAL ACQUISITION IN RESPECT OF THE SALE OF THE PCB
BUSINESS

(2) MAJOR TRANSACTION AND CONNECTED TRANSACTION IN RESPECT OF THE SALE OF THE LAMINATE BUSINESS

(3) VOLUNTARY WITHDRAWAL OF LISTING

(4) DEREGISTRATION FROM THE CAYMAN ISLANDS AND CONTINUATION IN THE BRITISH VIRGIN ISLANDS

(5) PROPOSED DISTRIBUTION BY WAY OF DIVIDEND

MEADVILLE AUDITED CONSOLIDATED FINANCIAL INFORMATION FOR THE YEARS ENDED 31 DECEMBER 2006, 2007 AND 2008 AND FOR THE NINE MONTHS ENDED 30 SEPTEMBER 2009

Financial Adviser to Meadville Holdings Limited		Financial Adviser to TTM Technologies, Inc. and TTM Hong Kong Limited
Merrill Lynch (Asia Pacific) Limited		UBS AG, Hong Kong Branch

Financial Adviser to Top Mix Investments Limited

Independent Financial Adviser to the Independent Board Committee of
Meadville Holdings Limited

ING Bank N.V.

INTRODUCTION

Reference is made to the joint announcement issued by Top Mix Investments Limited (“Top Mix”), TTM Technologies, Inc. (“TTM”), TTM Hong Kong Limited (“TTM HK”) and Meadville Holdings Limited (“Meadville”) in relation to the Proposal on 16 November 2009. Reference is also made to the joint announcement on 4 December 2009 in relation to the extension of time for despatch of the circular to be issued jointly by Meadville, Top Mix, TTM and TTM HK (the “Circular”).

Terms defined in the Circular have the same meaning when used in this announcement unless the context otherwise requires.

THE CIRCULAR AND FORM S-4

The Circular and its accompanying Form of Election, Tax Forms and form of proxy will be despatched to the Shareholders on 11 February 2010. The Circular contains, among other things, the expected timetable relating to the Proposal, the letter from the Meadville Board, the letter from the IBC, the letter from the IFA and the Notice of EGM.

TTM has filed a Registration Statement on Form S-4 with the SEC that includes a combined Proxy Statement and a U.S. prospectus (collectively, the “U.S. Prospectus”) in connection with the proposed issuance of new TTM Shares. The SEC in the United States has declared the Form S-4 effective as of 8 February 2010 (Eastern Standard Time). The Form S-4 is available for public viewing on the SEC’s website (http://sec.gov/edgar/searchedgar/companysearch.html) and TTM’s website (www.ttmtech.com/investors/investor_sec.jsp) on 11 February 2010. TTM has mailed the U.S. Prospectus to its stockholders and a copy of the U.S. Prospectus will be mailed to the Shareholders together with the Circular. The Form S-4 contains important information. Before

making any voting or investment decision, Shareholders and investors are urged to read the Form S-4 and the U.S. Prospectus carefully.

RECOMMENDATIONS OF THE IBC AND THE IFA

The IBC was established to advise the Independent Shareholders in connection with, among other things, the Transactions (as a whole), the Laminate Sale (as a connected transaction) and the Withdrawal Proposal and the IFA was appointed to advise the IBC and the Independent Shareholders.

The advice of the IFA and the recommendations of the IBC are set out respectively in the letter from the IBC and the letter from the IFA contained in the Circular.

Independent Shareholders should read and consider carefully the Circular, including the recommendations of the IBC as set out in the letter from the IBC and the factors, reasons and recommendations set out in the letter from the IFA before making a decision on the Proposal.

EGM

The EGM will be held at 10:00 am on Tuesday, 9 March 2010 at Ballroom, Level 3, JW Marriott Hotel Hong Kong, Pacific Place, 88 Queensway, Hong Kong. The Notice of EGM is set out in the Circular. For the purpose of the EGM, dealing in the Meadville Shares is expected to be suspended from 9:30 am on Tuesday, 9 March 2010 pending the release of the results of the EGM, which is expected to be published no later than 7:00 pm on the same day. Trading of the Meadville Shares on the Stock Exchange is expected to resume at 9:30 am on Wednesday, 10 March 2010.

CLOSURE OF THE REGISTER OF MEMBERS

For the purpose of determining the entitlements of the Shareholders to attend and vote at the EGM, the register of members of the Company will be closed from Thursday, 4 March 2010 to Tuesday, 9 March 2010 (both days inclusive) and during such period, no transfer of Meadville Shares will be effected. The register of members will re-open on Wednesday, 10 March 2010. In order to qualify to vote at the EGM, all duly completed instruments of transfer accompanied by the relevant share certificates must be lodged with the Registrar, Tricor Investor Services Limited, at 26^th Floor, Tesbury Centre, 28 Queen’s Road East, Wan Chai, Hong Kong, by not later than 4:00 pm on Wednesday, 3 March 2010. The latest time for lodging the form of proxy for the EGM is 10:00 am on Sunday, 7 March 2010.

If the resolutions to be proposed at the EGM are duly approved by the Independent Shareholders or Shareholders (as the case may be) attending and voting at the EGM and all other PCB Sale Conditions and Laminate Sale Conditions being fulfilled, the latest time for dealings in Meadville Shares on the Stock Exchange is expected to be Friday, 26 March 2010 and latest time for lodging the Form of Election and the Tax Forms (where applicable) is expected to be 4:00 pm on Monday, 12 April 2010.

The Record Date for the purposes of determining the entitlements of the Shareholders under the Proposed Distribution and the Winding-up Proposal is expected to be Tuesday, 13 April 2010. To qualify for entitlements under the Proposed Distribution and the Winding-up Proposal, all duly completed instruments of transfer, accompanied by the relevant share certificates, must be lodged with the Registrar by not later than 4:00 pm on Wednesday, 31 March 2010.

CONDITIONS OF THE PROPOSAL

Shareholders and potential investors should be aware that the Proposal is subject to the relevant conditions set out in the Circular being fulfilled (or, if applicable, waived) and may or may not be completed or effected, as the case may be. Shareholders and potential investors are advised to exercise caution when dealing in Meadville Shares.

If the relevant conditions have not been fulfilled (or, if applicable, waived) on or before the Long Stop Date, the Transactions may be terminated unless the Long Stop Date is extended to a date on or before the Termination Date in accordance with the terms of the PCB Agreement and the Laminate Agreement, respectively. According to the current timetable, it is expected that completion of the Transactions will take place on Friday, 26 March 2010 and an announcement that the Transactions have been completed will be made.

If the Transactions are not completed by the Termination Date, the Proposal will lapse. If the Proposal is not approved or lapses, Meadville Shares will remain listed on the Stock Exchange.

EXPECTED TIMETABLE

Unless otherwise specified, all time references set out below are to Hong Kong time.

Date of despatch of the Circular		Thursday, 11 February 2010
Latest time for lodging transfers of Meadville Shares to qualify for attending and voting at the EGM		4:00 pm on Wednesday, 3 March 2010
Register of members closed for determination of Shareholders entitled to attend and vote at the EGM		Thursday, 4 March 2010 to Tuesday, 9 March 2010
Latest time for lodging the form of proxy for the EGM (1)		10:00 am on Sunday, 7 March 2010
Suspension of dealings in Meadville Shares		9:30 am on Tuesday, 9 March 2010
EGM		10:00 am on Tuesday, 9 March 2010
Announcement of the results of the EGM		before 7:00 pm on Tuesday, 9 March 2010
Resumption of dealings in Meadville Shares		9:30 am on Wednesday, 10 March 2010
Register of members re-open		Wednesday, 10 March 2010
Special meeting of TTM’s stockholders		10:00 am (Pacific Standard Time) on Friday, 12 March 2010
Announcement of fulfillment of all conditions to completion of the Transactions, conditional declaration of the Proposed Distribution by the Meadville Board and the Record Date for the Proposed Distribution and notice of intent to delist (2)		before 9:00 am on Monday, 15 March 2010
Completion of the Transactions (2)		Friday, 26 March 2010
Last day of dealings in Meadville Shares on the Stock Exchange (3)		Friday, 26 March 2010

Latest time for lodging transfers of Meadville Shares to qualify for entitlements for the Proposed Distribution and the Winding-up Proposal		4:00 pm on Wednesday, 31 March 2010
Register of members closed for determination of Shareholders’ entitlement for the Proposed Distribution and the Winding-up Proposal		Thursday, 1 April 2010 onwards
Announcement of the withdrawal of the listing of Meadville Shares on the Stock Exchange		Wednesday, 7 April 2010
Effective date for the withdrawal of listing of Meadville Shares on the Stock Exchange		9:30 am on Thursday, 8 April 2010
Latest time for lodging the Form of Election (4)		4:00 pm on Monday, 12 April 2010
Record Date for the Proposed Distribution and the Winding-up Proposal (5)		Tuesday, 13 April 2010
Effective date on which Meadville is de-registered in the Cayman Islands and continued as a BVI business company in the BVI (6)		on or before Monday, 26 April 2010
Effective date of the Proposed Distribution (7)		Tuesday, 27 April 2010
Latest date for posting of cheques for cash payment pursuant to the Proposed Distribution to the Shareholders (8)		Wednesday, 5 May 2010
Long Stop Date (9)		Monday, 31 May 2010
Termination Date (10)		Wednesday, 30 June 2010
Announcement of the average sale price of the TTM Shares sold through the Dealing Facility and the net cash amount to be distributed to Shareholders who elected or who are deemed to have elected option (c) on the Form of Election		on or before Tuesday, 13 July 2010
Latest date for posting of cheques for the net cash amount to be distributed to Shareholders who elected or who are deemed to have elected option (c) on the Form of Election		Tuesday, 20 July 2010

Notes:

(1)

The form of proxy should be lodged, by hand or by post, with the Registrar, Tricor Investor Services Limited, at 26th Floor, Tesbury Centre, 28 Queen’s Road East, Wan Chai, Hong Kong, as soon as possible and in any event not later than 10:00 am on Sunday, 7 March 2010 or not less than 48 hours before the time appointed for holding any adjournment of the EGM. The completion and return of the form of proxy for the EGM will not preclude a Shareholder from

attending the EGM or any adjournment of the EGM and voting in person. In such event, the returned form of proxy will be deemed to have been revoked.

(2)		Assuming the requisite approvals are obtained at the special meeting of TTM’s stockholders and all other Laminate Sale Conditions and PCB Sale Conditions have been fulfilled (or, if applicable, waived) on or before the date of the special meeting of TTM’s stockholders, the PCB Sale and the Laminate Sale would then proceed to completion and an announcement that the Transactions have been completed will be made. If such other conditions have not then been fulfilled (or, if applicable, waived), the timetable for completion will be delayed and a further announcement will be made.
(3)		There are three Business Days from the last day of dealings in Meadville Shares on the Stock Exchange to the latest time for lodging transfers of Meadville Shares to quality for entitlements for the Proposed Distribution and under the Winding-up Proposal, in order to allow sufficient time for clearing and settlement of dealings in Meadville Shares on the last day of trading to enable purchasers of Meadville Shares on the last day of trading to qualify for the entitlements under the Proposed Distribution and under the Winding-up Proposal.
(4)		The Form of Election must be lodged, by hand or by post, with the Registrar, Tricor Investor Services Limited, at 26th Floor, Tesbury Centre, 28 Queen’s Road East, Wan Chai, Hong Kong, as soon as possible and in any event no later than the Election Deadline. Any Shareholder who does not return a duly completed and signed Form of Election with the Registrar on or before the Election Deadline will be deemed to have elected option (c) on the Form of Election.
(5)		The Proposed Distribution will not be made and the Winding-up Proposal will not proceed if the Transactions are not completed, or if the listing of Meadville Shares on the Stock Exchange is not withdrawn or the Deregistration and Continuation is not completed.
(6)		An announcement will be made by Meadville when the Deregistration and Continuation is completed.
(7)		This is the date on which the Proposed Distribution is expected to be made and the cheques for cash payment pursuant to the Proposed Distribution will be posted to the Shareholders as soon as possible thereafter but in any event on or before Wednesday, 5 May 2010.
(8)		This assumes that the effective date of the Deregistration and Continuation is Monday, 26 April 2010 and that the cheques will be despatched as soon as possible but in any event within 10 days of this date.
(9)		If the relevant conditions set out in the Circular have not been fulfilled (or, if applicable, waived), by Monday, 31 May 2010, the Transactions may be terminated unless the Long Stop Date is extended. An announcement will be made stating the lapse of the Proposal (if the Transactions are terminated) or, if the Long Stop Date has been extended, the revised Long Stop Date.
(10)		If the Transactions are not completed by Wednesday, 30 June 2010, the Proposal will lapse.

If there is a tropical cyclone warning signal number 8 or above or “black” rainstorm warning in force in Hong Kong before 12:00 noon and no longer in force after 12:00 noon on the relevant date for the lodgment of transfers, the lodgment of the form of proxy for the EGM or the lodgment of the Form of Election, then the latest time will be extended to 4:00 pm on the same day (if the latest time set out above is before 12:00 noon) or if there is a tropical cyclone warning signal number 8 or above or “black” rainstorm warning in force in Hong Kong between 12:00 noon and 4:00 pm on such date, then the latest time will be extended to 4:00 pm on the following day which does not have either of those warnings in force in Hong Kong (if the latest time set out above is at or after 12:00 noon). If the expected dates set out above changes, further announcement(s) will be made in the event of such change.

Shareholders and potential investors should be aware that the Proposal is subject to the relevant conditions set out in the Circular being fulfilled (or, if applicable, waived) and may or may not be completed or effected, as the case may be. Shareholders and potential investors are advised to exercise caution when dealing in Meadville Shares.

Shareholders and potential investors should also note that the above timetable is subject to change. Further announcement(s) will be made in the event of such change.

ACTIONS TO BE TAKEN

Actions to be taken by all Shareholders

If you are a Shareholder, regardless of whether or not you are able to attend the EGM, you are strongly urged to complete and sign the form of proxy in accordance with the instructions printed on the form of proxy and to lodge it with the Registrar, Tricor Investor Services Limited, at 26th Floor, Tesbury Centre, 28 Queen’s Road East, Wan Chai, Hong Kong, as soon as possible but in any event not later than 10:00 am on Sunday, 7 March 2010 or not less than 48 hours before the time appointed for any adjournment of the EGM in order for the form of proxy to be valid.

The completion and return of the form of proxy will not preclude you from attending and voting in person at the EGM or any adjournment of the EGM. In such event, the returned form of proxy will be deemed to have been revoked.

If you are a Shareholder, you are also strongly urged to complete and sign the Form of Election, together with the relevant Tax Form if you elect option (a) or option (b) on the Form of Election, in accordance with the instructions printed on the Form of Election and to lodge it with the Registrar, Tricor Investor Services Limited, at 26th Floor, Tesbury Centre, 28 Queen’s Road East, Wan Chai, Hong Kong, as soon as possible but in any event on or before the Election Deadline in order for the Form of Election to be valid.

Shareholders are strongly urged to read Appendix I to the Circular before completing the Form of Election.

Any Shareholder who does not return a duly completed and signed Form of Election to the Registrar, Tricor Investor Services Limited, at 26th Floor, Tesbury Centre, 28 Queen’s Road East, Wan Chai, Hong Kong, on or before the Election Deadline will be deemed to have elected option (c) on the Form of Election. As a result, such Shareholder will receive the net cash proceeds of sale of the TTM Shares to which such Shareholder would otherwise have been entitled under the Proposed Distribution sold through the Dealing Facility in lieu of receiving such TTM Shares.

Further details are set out in the sub-section headed “Election in relation to TTM Shares” of the letter from the Meadville Board set out in the Circular, the section headed “Actions to be taken” in Appendix I to the Circular and the Form of Election.

Actions to be taken by Beneficial Owners

Any Beneficial Owner who wishes to attend and vote at the EGM personally should contact the Registered Owner (or the appropriate intermediary) directly to make the appropriate arrangements with the Registered Owner to enable such Beneficial Owner to attend and vote at the EGM and, for such purpose, the Registered Owner may appoint such Beneficial Owner as its proxy or such Beneficial Owner must have his/her/its name entered in the register of members of Meadville no later than 4:00 pm on Wednesday, 3 March 2010.

Any Beneficial Owner whose Meadville Shares are registered in the name of any Registered Owner should contact such Registered Owner (or the appropriate intermediary) to give

instructions to and/or to make arrangements with such Registered Owner as to the manner in which the Meadville Shares beneficially owned by such Beneficial Owner should be voted at the EGM and as to the form in which such Beneficial Owner would like to receive the component of the Proposed Distribution comprising TTM Shares. Any Beneficial Owner who instructs the relevant Registered Owner to elect option (a) or option (b) on the Form of Election should return to the Registrar, Tricor Investor Services Limited, at 26th Floor, Tesbury Centre, 28 Queen’s Road East, Wan Chai, Hong Kong, a duly completed and signed Tax Form on or before the Election Deadline.

Any Beneficial Owner who does not instruct its Registered Owner to complete, sign and return the Form of Election to the Registrar, Tricor Investor Services Limited, at 26th Floor, Tesbury Centre, 28 Queen’s Road East, Wan Chai, Hong Kong, on or before the Election Deadline will be deemed to have elected option (c) on the Form of Election. As a result, such Beneficial Owner will, through the relevant Registered Owner, receive the net cash proceeds of sale of the TTM Shares to which such Beneficial Owner would otherwise have been entitled under the Proposed Distribution sold through the Dealing Facility in lieu of receiving such TTM Shares.

Any Beneficial Owner whose Meadville Shares are deposited in CCASS and registered under the name of HKSCC Nominees must (unless such Beneficial Owner is a CCASS Investor Participant) contact their broker, custodian or nominee (or other relevant person who is or has in turn deposited such Meadville Shares with a CCASS Clearing Participant or CCASS Custodian Participant) regarding procedures for voting and election to be given to such person if such Beneficial Owner wishes to vote in respect of the Proposal and election instructions to be given to such person if such Beneficial Owner wishes to elect the form in which such Beneficial Owner would like to receive the component of the Proposed Distribution comprising the TTM Shares. CCASS Investor Participants should instruct HKSCC Nominees directly regarding the above.

Further details are set out in the sub-section headed “Election in relation to TTM Shares” of the letter from the Meadville Board set out in the Circular and the section headed “Actions to be taken” in Appendix I to the Circular and the Form of Election.

OVERSEAS SHAREHOLDERS

The Circular has been prepared for the purpose of complying with the laws, regulations and/or rules of Hong Kong and the information disclosed in the Circular may not be the same as that which would have been disclosed if the Circular had been prepared in accordance with the laws, regulations and/or rules of any other jurisdiction.

It is the responsibility of any overseas Shareholders wishing to accept the Proposed Distribution to satisfy themselves as to the full observance of the laws of the relevant jurisdiction(s) in connection with such acceptance and the payment of any issue, transfer or other taxes due in any such jurisdiction(s). Further details are set out in the section headed “Information for Overseas Shareholders” in Appendix I to the Circular.

MEADVILLE FINANCIAL INFORMATION

For the purposes of the Circular, Meadville was required to prepare audited consolidated financial information of Meadville for the nine months ended 30 September 2009. The audited consolidated financial information for the years ended 31 December 2006, 2007 and 2008 and for the nine months ended 30 September 2009 (“Meadville Financial Information”) as extracted from Appendix VI to the Circular is set out in Appendix 1 to this announcement for Shareholders’ information.

AMENDMENT TO PCB AGREEMENT AND LAMINATE AGREEMENT

The parties to the PCB Agreement and the Laminate Agreement, respectively, entered into a side letter on 8 February 2010 to extend the completion of the PCB Sale and the Laminate Sale, respectively, to the date which is ten Business Days following the satisfaction or waiver of all the PCB Sale Conditions and the Laminate Sale Conditions, respectively.

By order of the Board of Top Mix Investments Limited		By order of the Board of TTM Technologies, Inc.		By order of the Board of TTM Hong Kong Limited		By order of the Board of Meadville Holdings Limited
Tang Ying Ming, Mai Director		Robert E. Klatell Chairman		Kenton K. Alder Director		Tang Chung Yen, Tom Executive Chairman

Hong Kong, 11 February 2010

As at the date of this announcement, Mr. Tang Hsiang Chien is the ultimate controlling shareholder of Top Mix.

As at the date of this announcement, the directors of Top Mix are Mr. Tang Hsiang Chien, Mr. Tang Chung Yen, Tom and Ms. Tang Ying Ming, Mai.

As at the date of this announcement, the directors of TTM are Mr. Robert E. Klatell, Mr. Kenton K. Alder, Mr. James K. Bass, Mr. Richard P. Beck, Mr. Thomas T. Edman and Mr. John G. Mayer.

As at the date of this announcement, the directors of TTM HK are Mr. Kenton K. Alder and Mr. Steven W. Richards.

As at the date of this announcement, the Meadville Directors are:

Executive Directors: Mr. Tang Hsiang Chien, Mr. Tang Chung Yen, Tom, Ms. Tang Ying Ming, Mai and Mr. Chung Tai Keung, Canice.

Independent non-executive Directors: Mr. Eugene Lee, Mr. Leung Kwan Yuen, Andrew and Dr. Li Ka Cheung, Eric.

Mr. Tang Hsiang Chien accepts full responsibility for the accuracy of the information contained in this announcement (other than that relating to the Meadville Group and the TTM Group) and confirms, having made all reasonable enquiries, that to the best of his knowledge, opinions expressed in this announcement (other than opinions expressed by the Meadville Group and the TTM Group) 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.

The directors of Top Mix jointly and severally accept full responsibility for the accuracy of the information contained in this announcement (other than that relating to the Meadville Group and the TTM Group) and confirm, having made all reasonable enquiries, that to the best of their knowledge, opinions expressed in this announcement (other than opinions expressed by the Meadville Group and the TTM Group) 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.

The directors of TTM jointly and severally accept full responsibility for the accuracy of the information contained in this announcement (other than that relating to the Meadville Group and Top Mix) and confirm, having made all reasonable enquiries, that to the best of their knowledge, opinions expressed in this announcement (other than opinions expressed by the Meadville Group and Top Mix) 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.

The directors of TTM HK jointly and severally accept full responsibility for the accuracy of the information contained in this announcement (other than that relating to the Meadville Group and Top Mix) and confirm, having made all reasonable enquiries, that to the best of their knowledge, opinions expressed in this announcement (other than opinions expressed by the Meadville Group and Top Mix) 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.

The Meadville Directors jointly and severally accept full responsibility for the accuracy of the information contained in this announcement (other than that relating to the TTM Group and Top Mix) and confirm, having made all reasonable enquiries, that to the best of their knowledge, opinions expressed in this announcement (other than opinions expressed by the TTM Group and Top Mix) 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.

Appendix 1

Meadville Financial Information

The following has been extracted from Appendix VI to the Circular.

(The remaining of this page is intentionally left blank)

APPENDIX VI		ACCOUNTANT’S REPORT ON THE MEADVILLE GROUP

I

FINANCIAL INFORMATION

CONSOLIDATED INCOME STATEMENTS

																		Nine months ended
						Year ended 31 December												30 September
		Note				2006				2007				2008				2008				2009
						HK$’000				HK$’000				HK$’000				HK$’000				HK$’000
																		(unaudited)
Revenue			5				3,140,398				4,490,262				5,626,451				4,269,498				3,700,891
Cost of sales			9,22				(2,486,560	)			(3,430,222	)			(4,546,027	)			(3,426,634	)			(2,970,848	)
Gross profit							653,838				1,060,040				1,080,424				842,864				730,043
Other income			6				97,145				177,050				172,495				137,369				98,909
Selling and distribution expenses			9				(126,467	)			(240,182	)			(280,422	)			(219,237	)			(196,220	)
General and administrative expenses			9				(154,349	)			(245,152	)			(281,565	)			(158,676	)			(306,479	)
Share award expenses			7,9				—				(254,502	)			(11,661	)			(9,198	)			(10,772	)
Operating profit							470,167				497,254				679,271				593,122				315,481
Loss on share reform of an associated company			19				(52,237	)			—				—				—				—
Interest income			10				6,034				27,300				5,095				3,730				1,324
Finance costs			11				(88,171	)			(109,737	)			(132,011	)			(96,791	)			(64,057	)
Share of net profit of associated companies			19				97,849				107,858				33,577				75,278				50,735
Profit before income tax							433,642				522,675				585,932				575,339				303,483
Income tax expense			12				(48,718	)			(72,116	)			(77,387	)			(81,929	)			(53,078	)
Profit for the year/period			5				384,924				450,559				508,545				493,410				250,405
Attributable to:
Equity holders of the Company			13				320,017				341,648				402,468				417,642				178,307
Minority interests							64,907				108,911				106,077				75,768				72,098
							384,924				450,559				508,545				493,410				250,405
Earnings per share for profit attributable to equity holders of the Company during the year/period (expressed in HK$  per share) — basic and diluted			13				0.21				0.17				0.20				0.21				0.09
Dividends			14				—				120,000				82,488				54,992				29,460

The notes on pages VI-18 to VI-132 are an integral part of this Financial Information.

APPENDIX VI		ACCOUNTANT’S REPORT ON THE MEADVILLE GROUP

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

														Nine months ended
		Year ended 31 December												30 September
		2006				2007				2008				2008				2009
		HK$’000				HK$’000				HK$’000				HK$’000				HK$’000
														(unaudited)
Profit for the year/period			384,924				450,559				508,545				493,410				250,405
Other comprehensive income
Exchange differences			50,899				147,073				128,805				159,588				3,235
Fair value (loss)/gain of available-for-sale financial asset			—				—				(454	)			3,564				(2,921	)
Cash flow hedge
— change in fair value of hedging instruments			—				—				—				—				22,796
— transfer to income statement upon change in fair value of hedged items			—				—				—				—				(17,226	)
— transfer to property, plant and equipment			—				—				—				—				(178	)
Other comprehensive income for the year/period, net of tax			50,899				147,073				128,351				163,152				5,706
Total comprehensive income for the year/period			435,823				597,632				636,896				656,562				256,111
Total comprehensive income attributable to:
Equity holders of the Company			364,816				469,588				508,445				555,889				183,632
Minority interests			71,007				128,044				128,451				100,673				72,479
			435,823				597,632				636,896				656,562				256,111

The notes on pages VI-18 to VI-132 are an integral part of this Financial Information.

APPENDIX VI		ACCOUNTANT’S REPORT ON THE MEADVILLE GROUP

CONSOLIDATED STATEMENTS OF FINANCIAL POSITION

																		At
						At 31 December												30 September
		Note				2006				2007				2008				2009
						HK$’000				HK$’000				HK$’000				HK$’000
Assets
Non-current assets
Property, plant and equipment			16				2,030,800				4,121,368				5,290,295				5,166,726
Leasehold land and land use rights			17				114,549				174,420				178,430				175,181
Intangible assets			18				22,561				149,899				22,159				21,292
Interests in associated companies			19				441,409				579,543				620,573				635,563
Available-for-sale financial asset			21				—				21,089				20,635				17,714
Derivative financial instruments			29				—				—				—				22,358
Deferred tax assets			30				—				13,124				32,682				42,935
							2,609,319				5,059,443				6,164,774				6,081,769
Current assets
Inventories			22				373,459				498,000				544,904				545,769
Debtors and prepayments			23				1,241,699				1,597,034				1,243,021				1,171,839
Derivative financial instruments			29				—				—				—				438
Amount due from a minority shareholder			36				—				39,055				—				—
Taxation recoverable							2,220				6,090				21,820				25,537
Cash and bank balances			25				211,150				418,192				889,773				951,865
							1,828,528				2,558,371				2,699,518				2,695,448
Total assets							4,437,847				7,617,814				8,864,292				8,777,217
Equity
Capital and reserves attributable to the equity holders of the Company
Share capital			26				777,000				1,822,612				1,822,252				1,822,252
Reserves			27				(43,189	)			560,901				929,024				1,093,968
Proposed final dividend			14, 27				—				80,000				27,496				—
							733,811				2,463,513				2,778,772				2,916,220
Minority interests in equity							203,916				359,293				425,167				560,894
Total equity							937,727				2,822,806				3,203,939				3,477,114

APPENDIX VI		ACCOUNTANT’S REPORT ON THE MEADVILLE GROUP

																		At
						At 31 December												30 September
		Note				2006				2007				2008				2009
						HK$’000				HK$’000				HK$’000				HK$’000
Liabilities
Non-current liabilities
Borrowings			28				749,060				1,738,067				2,777,110				2,964,762
Derivative financial instruments			29				—				—				17,350				13,944
Deferred tax liabilities			30				14,219				81,483				97,081				92,730
Financial liabilities			31				—				264,394				151,270				161,758
Long-term other payables			32				—				115,658				74,564				24,974
							763,279				2,199,602				3,117,375				3,258,168
Current liabilities
Creditors and accruals			33				800,030				1,428,268				1,467,106				1,183,508
Amount due to a subsidiary of a minority shareholder			34				63,359				29,367				16,828				25,848
Amounts due to associated companies			34				120,742				150,669				121,595				140,595
Amounts due to related parties			24				709,598				—				—				—
Amount due to a minority shareholder			36				—				343				60,466				—
Borrowings			28				1,026,247				961,107				858,525				635,911
Derivative financial instruments			29				—				—				8,015				2,023
Dividend payable							—				—				—				29,460
Taxation payable							16,865				25,652				10,443				24,590
							2,736,841				2,595,406				2,542,978				2,041,935
Total liabilities							3,500,120				4,795,008				5,660,353				5,300,103
Total equity and liabilities							4,437,847				7,617,814				8,864,292				8,777,217
Net current (liabilities)/assets							(908,313	)			(37,035	)			156,540				653,513
Total assets less current liabilities							1,701,006				5,022,408				6,321,314				6,735,282

The notes on pages VI-18 to VI-132 are an integral part of this Financial Information.

APPENDIX VI		ACCOUNTANT’S REPORT ON THE MEADVILLE GROUP

COMPANY STATEMENTS OF FINANCIAL POSITION

																		At
						At 31 December												30 September
		Note				2006				2007				2008				2009
						HK$’000				HK$’000				HK$’000				HK$’000
Assets
Non-current assets
Investments in subsidiaries			20				777,000				777,000				777,000				777,000
Current assets
Debtors and prepayments			23				7,532				312				582				235
Amounts due from subsidiaries			35				—				1,315,749				1,910,604				1,855,731
Taxation recoverable							—				—				9				—
Cash and bank balances			25				—				339				542				29,574
							7,532				1,316,400				1,911,737				1,885,540
Total assets							784,532				2,093,400				2,688,737				2,662,540
Equity
Capital and reserves attributable to the equity holders of the Company
Share capital			26				777,000				1,822,612				1,822,252				1,822,252
Reserves			27				(597	)			173,464				831,478				802,018
Proposed final dividend			14				—				80,000				27,496				—
Total equity							776,403				2,076,076				2,681,226				2,624,270
Liabilities
Current liabilities
Creditors and accruals			33				1,004				17,324				7,509				8,810
Amounts due to subsidiaries			35				7,125				—				—				—
Dividend payable							—				—				—				29,460
Taxation payable							—				—				2				—
							8,129				17,324				7,511				38,270
Total equity and liabilities							784,532				2,093,400				2,688,737				2,662,540
Net current (liabilities)/assets							(597	)			1,299,076				1,904,226				1,847,270
Total assets less current liabilities							776,403				2,076,076				2,681,226				2,624,270

The notes on pages VI-18 to VI-132 are an integral part of this Financial Information.

APPENDIX VI		ACCOUNTANT’S REPORT ON THE MEADVILLE GROUP

CONSOLIDATED STATEMENTS OF CASH FLOWS

																		Nine months ended
						Year ended 31 December												30 September
		Note				2006				2007				2008				2008				2009
						HK$’000				HK$’000				HK$’000				HK$’000				HK$’000
																		(unaudited)
Cash flows from operating activities
Profit before income tax							433,642				522,675				585,932				575,339				303,483
Adjustments for:
— Share of net profit of associated companies							(97,849	)			(107,858	)			(33,577	)			(75,278	)			(50,735	)
— Loss on share reform of an associated company							52,237				—				—				—				—
— Interest income							(6,034	)			(27,300	)			(5,095	)			(3,730	)			(1,324	)
— Finance costs							88,171				109,737				132,011				96,791				64,057
— Impairment of intangible assets							55				—				19,860				—				—
— Impairment of property, plant and equipment							—				10,612				—				—				5,419
— Amortisation of intangible assets							1,170				1,337				2,991				2,513				878
— Amortisation of leasehold land and land use rights							2,472				2,904				4,353				3,252				3,297
— Depreciation of property, plant and equipment							208,770				291,760				441,705				322,361				387,084
— Dividend income from available-for-sale financial asset							—				—				—				—				(1,971	)
— Negative goodwill from acquisition of minority interest in a subsidiary			38	(a)			(1,108	)			—				—				—				—
— Income on partial disposal of a subsidiary			38	(b)			—				(41	)			—				—				—
— (Gain)/loss on disposal of property, plant and equipment							(684	)			2,599				22,383				9,430				1,222
— Gain on adjustment for contingent consideration in relation to business combination							—				—				(13,933	)			—				(13,425	)
— Net exchange differences							(5,115	)			(45,043	)			(141,888	)			(143,518	)			—
— Share award expenses							—				254,502				11,661				9,198				10,772

APPENDIX VI		ACCOUNTANT’S REPORT ON THE MEADVILLE GROUP

																		Nine months ended
						Year ended 31 December												30 September
		Note				2006				2007				2008				2008				2009
						HK$’000				HK$’000				HK$’000				HK$’000				HK$’000
																		(unaudited)
Operating profit before working capital changes							675,727				1,015,884				1,026,403				796,358				708,757
Changes in:
Inventories							(114,271	)			(96,759	)			(46,904	)			(232,236	)			(865	)
Debtors and prepayments							(272,588	)			(139,214	)			354,013				(128,156	)			71,182
Restricted bank balances							12,075				(2,477	)			(1,972	)			2,719				(2,524	)
Creditors and accruals							204,356				456,466				38,838				110,936				(283,598	)
Long-term other payables							—				115,658				(41,094	)			(16,265	)			(49,590	)
Amount due from a director							20,809				—				—				—				—
Amounts due to associated companies							(23,210	)			29,927				(29,074	)			(44,085	)			19,000
Amounts due from/(to) related parties							(39,669	)			(9,598	)			—				—				—
Amounts due from/(to) minority shareholders							—				(38,712	)			39,055				39,958				—
Amount due to a subsidiary of a minority shareholder							39,565				(33,992	)			(12,539	)			32,099				9,020
Cash generated from operating activities							502,794				1,297,183				1,326,726				561,328				471,382
Interest received							6,034				27,300				5,095				3,730				1,324
Interest paid							(88,171	)			(109,737	)			(90,770	)			(82,653	)			(66,768	)
Hong Kong profits tax paid							(2,900	)			(11,900	)			(3,285	)			(3,275	)			(5,605	)
Overseas tax paid							(36,396	)			(70,741	)			(110,034	)			(85,341	)			(51,625	)
Net cash generated from operating activities							381,361				1,132,105				1,127,732				393,789				348,708

APPENDIX VI		ACCOUNTANT’S REPORT ON THE MEADVILLE GROUP

																		Nine months ended
						Year ended 31 December												30 September
		Note				2006				2007				2008				2008				2009
						HK$’000				HK$’000				HK$’000				HK$’000				HK$’000
																		(unaudited)
Cash flows from investing activities
Purchase of property, plant and equipment							(654,442	)			(1,387,330	)			(1,409,181	)			(1,100,129	)			(268,216	)
Purchase of leasehold land and land use rights							(30,805	)			—				—				—				—
Proceeds from sale of property, plant and equipment							7,482				3,431				2,644				3,514				1,022
Acquisition of a subsidiary, net of bank balances and cash acquired			38	(c)			—				(694,715	)			—				—				—
Partial disposal of a subsidiary			38	(b)			—				14,719				—				—				—
Acquisition of minority interest in a subsidiary			38	(a)			(6,354	)			—				—				—				—
Purchase of available-for-sale financial asset							—				(21,089	)			—				—				—
Investment in an associated company							(33,305	)			(20,750	)			—				—				—
Distribution to equity holders							(6,698	)			—				—				—				—
Dividends received from associated companies							41,112				26,511				27,749				27,749				36,114
Dividend received from available-for-sale financial asset							—				—				—				—				1,971
Net cash used in investing activities							(683,010	)			(2,079,223	)			(1,378,788	)			(1,068,866	)			(229,109	)