Hutchison Whampoa Limited

For immediate release

[14 January 2005, Hong Kong] - A.S. Watson, the retail and manufacturing division of Hutchison Whampoa Limited, today announces a cash offer on Marionnaud SA shares amount to €534 million. The offer documents have been filed with the French Stock Exchange in Paris today. Completion of the transaction will bring A.S. Watson's health and beauty store number to over 5,662, making it the world's largest retail company in the sector.

Marionnaud is the largest perfumery and cosmetic retailer in France with a strong service offer. Today, the chain has 1,226 stores operating in France and 14 other countries. A.S. Watson Group is not currently present in France, nor in most of the other key markets of Marionnaud including Italy, Spain, and Austria. Marionnaud therefore appears as a natural fit for the Group's continuing expansion strategy in Europe. Besides, it is the Group's strategic goal to expand its business in the perfumery sector. As a result, A.S. Watson contacted Marionnaud management in order to explore the possibility of a combination of the two groups, on a friendly basis.

A.S. Watson's main aim for the offer is to revitalise Marionnaud by leveraging its brands and its retail network and by integrating Marionnaud into its international portfolio. The arrival of A.S. Watson is expected to bring benefits to the combined international network of both companies, creating synergies in both sourcing and logistics.

Mr Marcel Frydman, Founder and President Directeur Général (CEO) of Marionnaud, as well as Mr Gérald Frydman, Directeur Général Délégué (Managing Director), and Mrs Lydie Frydman, have agreed to tender their Marionnaud shares, i.e., 21.8 % of the share capital.

Following the acquisition, the current management team will keep its day-to-day responsibilities.

CAPE Holding (the investment arm of the Crédit Agricole Group) agreed to tender its Marionnaud Shares, i.e., 8.9 % of the share capital.

Commenting on the offer, A.S. Watson Group Managing Director Mr Ian Wade said,

"I am particularly proud to announce this offer as I believe in the strong potential of Marionnaud. The brand is known to everyone in France and is very symbolic. The new partnership targets to further expand the chain across countries in Europe, and also look at opportunities of bringing the concept to Asia.

The Group's continuing strategic aim is to expand our footprint in Europe and Asia. France is the second largest economy in the Eurozone, and the market prospects are extraordinary. The opportunity to invest in Marionnaud offers us an excellent opportunity to enter the French market and markets where Marionnaud already operates. It is also our wish to expand the Group's business in the perfumery sector. The combined operation will succeed with a strong commitment of both groups towards a shared future."

Commenting on the offer, President Directeur Général (CEO) of Marionnaud, Mr Marcel Frydman, said:

"I am delighted to support our brand new start with A.S. Watson which is one of the largest retailers in the world. Together, we will ensure the best means to develop Marionnaud in France and in the world."

Description of the offer

The proposed offer price per Marionnaud share is €21.80, implying a premium of 37.1% over January 7, 2005, closing price.
The proposed offer price per OCEANE is €69.74, implying a premium of 21.8% over January 7, 2005, closing price.

The offer values the company about 9.7 times 2003 published operating results.

The offer is conditional on obtaining over 50.01% of the issued share capital.

A.S. Watson estimates that the offer should be completed during the first quarter of 2005.

About A.S. Watson
A.S. Watson (ASW) is one of the longest established and best-known trading names originating in Asia. With a history dating back to 1828, ASW has evolved into a truly international retail and manufacturing business with operations in 20 markets across Asia and Europe.

In Asia, A.S. Watson's health and beauty chain operates under the name of Watsons Your Personal Care Store, which at present has over 950 outlets in 9 markets. In Europe, A.S. Watson's current retail network comprises of 7 health and beauty retail brands, with over 3,500 stores in 10 countries:

A wholly-owned subsidiary of Hong Kong-based multinational conglomerate Hutchison Whampoa Limited, ASW operates a total of 14 retail brands with over 4,800 stores spanning from health & beauty chains to its food, electronics & general merchandise, and airport duty free. It is also an established player in the beverage industry, providing a full range of beverages from bottled water, fruit juices, soft drinks and tea products to some of the world's finest wine labels via its international wine wholesaling and distribution network. ASW employs over 64,000 people worldwide and in 2003, its reported turnover was HKD 63 billion.

About Marionnaud
In 1984, Marcel Frydman opened the first Marionnaud store and ever since the group has registered an exceptional growth. Indeed, between 1986 and 1992, the company bought a large number of local perfume retailers and independent outlets.

Owning 48 outlets in 1996, the company acquired "Bernard Marionnaud," which at the time was having difficulties. During 1997, the company registered a spectacular recovery. After this success, Marionnaud announces an IPO for the secondary market in order to raise enough funds for its development. As a result, the group acquires more than 1,100 outlets over the period of five years.

In 2002, the group continues its European growth, particularly in Italy, Spain and Portugal and becomes the French leading perfume retailer, second in Europe with 1 226 outlets, of which 565 in France (5 400 employees) and 661 abroad (3 500 employees). Today, Marionnaud operates in France, Switzerland, Italy, Austria, Spain, Portugal, Poland, Hungary, Czech Republic, Slovakia, Romania, Bulgaria, Morocco, Israel, and Russia.

Since 1991, Marionnaud entered the primary market and the Frydman family is still owning 21.8% of the shares and 34.7% of the voting rights.

In 2003, the turn-over of the company amounted to €1.1 billion. At the end of the first-half 2004, it reached €515 million.

Media Enquiries:
A.S. Watson Group
ANNA LO
Tel: (852) 6334 3391

Marionnaud's Founder and President Directeur Général Marcel Frydman (right) and A.S. Watson's Group Managing Director Ian Wade announce the offer at a press conference in Paris on 14 January.

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