Moulin and Golden Gate Capital Acquire Eye Care Centers of America, the Second Largest Optical Retail Chain in the US

Business Wire, Dec 2, 2004

HONG KONG -- Integrates the Largest Frame Manufacturer in Asia with the Most Powerful Value Proposition in the US Retail Market

Moulin International Holdings Limited ("Moulin" / the "Group")(stock code: 389), a global leader in the manufacturing, distribution and retailing of eyewear, today announced that it has signed an agreement to acquire a controlling interest of approximately 56% in Eye Care Centers of America ("ECCA"), the second largest optical retail chain in the United States. The transaction was signed in partnership with Golden Gate Capital ("GGC"), a San Francisco-based private equity firm, which will own approximately 43% of the company. The remaining shares will be held by ECCA management. ECCA, the largest "pure play" independent optical retail chain in the US, operates 378 stores in 33 states and has achieved a first or second share position in all of its top ten markets.

Under the terms of the agreement, Moulin and Golden Gate Capital will purchase ECCA from Thomas H. Lee Partners for a total consideration of US $450 million. The transaction, which is subject to regulatory as well as Moulin shareholder approval, is expected to close in the first quarter of 2005.

Mr. Ma Bo Kee, Chairman of Moulin, said, "For more than forty years, Moulin has built its business on the back of pioneering 'first steps' in the optical industry. In the 1980's, Moulin responded to growing international demand by becoming the first Hong Kong optical company to transfer its manufacturing operations to China. At the end of the 1990's, Moulin responded to changes in the OEM-ODM market by becoming the first China manufacturer to successfully acquire its own international brands and worldwide distribution network. Now, in response to rapid market consolidation, Moulin has become the first Chinese manufacturer-distributor to acquire a controlling interest in a major US retail chain. Our management team has been bred on evolutionary challenges and I am confident that the investment in ECCA will represent a solid platform for long-term growth and leadership in our rapidly changing industry."

Mr. Cary Ma, Chief Executive Officer of Moulin, said, "The rapid consolidation of the US retail market will have a substantial impact on manufacturing and distribution businesses throughout the entire optical industry. To succeed in today's optical industry, companies must evolve and capitalize on the right growth opportunities. Moulin's expertise in China manufacturing and global distribution is uniquely well-suited to support ECCA's aggressive growth strategy in the consolidating US retail market."

In response to the company's future plans, Cary Ma concluded that "Moulin has an excellent relationship with the management team of ECCA and our collective focus on the value segment makes for a strong strategic fit. Moulin has always been dedicated to leveraging its strengths in cutting-edge design, low cost manufacturing and streamlined supply chain operations to offer the best overall value proposition in the optical industry. ECCA's retail growth strategy is rooted in offering consumers the best optical buying experience for their money, based on a combination of market-leading service, frame selection and lens technologies. Given our complementary strengths and similar strategic vision, we expect that this combination will generate significant value for our customers and shareholders."

J.P. Morgan Securities served as exclusive financial advisor and private equity placement agent to Moulin International and JPMorgan Chase Bank has provided a commitment for up to $340 million to finance the acquisition and provide for ongoing working capital needs. Allen & Overy LLP and White & Case LLP served as Moulin's legal advisors. Kirkland & Ellis LLP acted as legal advisor to Golden Gate Capital in connection with this transaction.

Trading in the shares of Moulin is expected to resume at 9:30a.m. on December 6, 2004.

About Moulin

Moulin is engaged in the design, manufacture, distribution and retail of quality eyewear products to customers worldwide. The Group consists of a comprehensive global distribution network operating in over seventy countries worldwide, driven by major market subsidiaries in Europe, the United States and the Asia Pacific region. Moulin is the largest eyewear manufacturer in Asia and the third largest worldwide, with production volumes exceeding fifteen million frames per year. Founded in 1960, Moulin is headquartered in Hong Kong and is one of the constituent stocks on the Hang Seng HK SmallCap Index and Hang Seng Consumer Goods Index under the Hang Seng Composite Index. For more information, please visit www.moulin.com.hk.

About Golden Gate Capital

Golden Gate Capital is a San Francisco-based private equity investment firm with approximately $2.5 billion of capital under management. Golden Gate is dedicated to partnering with world class management teams to invest in change-intensive, growth businesses. They target investments of up to $100 million in situations where there is a demonstrable opportunity to significantly enhance a company's value. The principals of Golden Gate Capital have a long and successful history of investing with management partners across a wide rage of industries and transaction types, including leveraged buyouts, recapitalizations, corporate divestitures and spin-offs, build-ups and venture stage investing.