Television Broadcasts Limited — Capital/Financing Update 2011

Feb 2, 2011

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.

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(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 290)

Website: http://www.290.com.hk

COMPLETION OF SUBSCRIPTION OF SHARES UNDER SPECIFIC MANDATE

The Board is pleased to announce that all conditions precedent set out in the Subscription Agreement have been fulfilled and the Subscription was completed on 2 February 2011. The 500,000,000 Subscription Shares, representing approximately 19.90% of the issued share capital of the Company as at the date of this announcement, have been successfully subscribed by the Subscriber, who and whose ultimate beneficial owners are Independent Third Parties, at the Subscription Price of HK$0.20 per Subscription Share.

Reference is made to the announcement of China Fortune Group Limited (the “Company”) dated 7 December 2010 as well as the circular of the Company dated 31 December 2010, in relation to, among others, the Subscription under the Specific Mandate (the “Circular”). Capitalized terms used in this announcement shall have the same meaning as defined in the Circular unless otherwise stated.

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COMPLETION OF SUBSCRIPTION OF SHARES UNDER THE SPECIFIC MANDATE

The Board is pleased to announce that all conditions precedent set out in the Subscription Agreement have been fulfilled and the Subscription was completed on 2 February 2011. The 500,000,000 Subscription Shares, representing approximately 19.90% of the issued share capital of the Company as at the date of this announcement, have been successfully subscribed by the Subscriber, who and whose ultimate beneficial owners are Independent Third Parties, at the Subscription Price of HK$0.20 per Subscription Share, and were issued to the Subscriber on 2 February 2011. The gross and net proceeds from the Subscription amounted to approximately HK$100 million.

CHANGES IN SHAREHOLDING STRUCTURE

The table below sets out the shareholding structure of the Company immediately before and immediately after completion of the Subscription:

Top Good Holdings Limited Jadehero Limited Existing public Shareholders Subscriber	Immediately before the completion of the Subscription Number of Shares Approximate % 263,738,000 (Note 1) 13.11% 480,000,000 (Note 2) 23.86% 1,268,285,168 63.03% – – 2,012,023,168 100.00%	Immediately after the completion of the Subscription Number of Shares Approximate % 263,738,000 10.50% 480,000,000 19.11% 1,268,285,168 50.49% 500,000,000 19.90% 2,512,023,168 100.00%	Immediately after the completion of the Subscription Number of Shares Approximate % 263,738,000 10.50% 480,000,000 19.11% 1,268,285,168 50.49% 500,000,000 19.90% 2,512,023,168 100.00%
			100.00%

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Notes:

1. These Shares are held by Top Good Holdings Limited (‘‘Top Good’’), a company incorporated in Hong Kong with limited liability. Top Good is a wholly-owned subsidiary of PME Group Limited, a company incorporated in the Cayman Islands with limited liability and whose issued shares are listed on the main board of the Stock Exchange. Accordingly, PME Group Limited is deemed to be interested in the aforesaid Shares that are held by Top Good.

2. These Shares are held by Jadehero Limited (‘‘Jadehero’’), a company incorporated in the British Virgin Islands with limited liability. Jadehero also holds (i) convertible bonds in the principal amount of HK$51,200,000 issued by the Company with an initial conversion price of HK$0.16 per conversion share; and (ii) options entitling Jadehero to subscribe for convertible bonds of the Company in the maximum principal sum of HK$128 million with an initial conversion price of HK$0.16 per conversion share.

3. Jadehero is owned as to 20% by Marvel Steed Limited and as to 80% by Southlead Limited. Mr. Wong Kam Fat, Tony (‘‘Mr. Wong’’), a non-executive Director, is the sole beneficial owner of the entire equity interest in Marvel Steed Limited whereas Mr. Xia Yingyan (‘‘Mr. Xia’’), a non-executive Director, is the sole beneficial owner of the entire equity interest in Southlead Limited. Southlead Limited, Mr. Wong and Mr. Xia are deemed to be interested in the aforesaid Shares, convertible bonds and options that are held by Jadehero.

By Order of the Board China Fortune Group Limited Ng Cheuk Fan, Keith Managing Director

Hong Kong, 2 February 2011

As at the date of this announcement, the Board consists of three Executive Directors, namely, Mr. Ng Cheuk Fan, Keith (Managing Director), Mr. Yeung Kwok Leung and Mr. Hon Chun Yu; three Non-Executive Directors, namely, Mr. Wong Kam Fat, Tony (Chairman), Mr. Zhang Min and Mr. Xia Yingyan, and three Independent Non-Executive Directors, namely, Mr. Tam B Ray Billy, Mr. Ng Kay Kwok and Mr. Lam Ka Wai, Graham.

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