ONSWIN, a wholly owned subsidiary of South China Industries (SCI), has agreed to buy 140.46 million shares of Mandarin Dragon Holdings for $61.8 million and 19.95 million warrants for a nominal $1. The disposed stake in Mandarin represents about 25.26 per cent of the total issued shares and about 21.5 per cent of the outstanding warrants. The sale price of 44 cents per share was arrived at following arms' length negotiations between SCI and the vendor, Alfreton Holdings, the sole substantial shareholder of Mandarin Dragon. The disposed warrants carry the right to subscribe for shares at $2 per share, subject to adjustment on or before December 31 next year. A cash deposit of $6.18 million was paid on execution of the agreement, while the balance of $55.62 million is payable in cash on completion of the agreement, which is expected by April 18 or at a later date agreed to by both parties. SCI will fund the transaction from its internal resources.