Television Broadcasts Limited — Capital/Financing Update 2014

Apr 4, 2014

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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China Fortune Financial Group Limited

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 290) Website: http://www.290.com.hk

DISCLOSEABLE TRANSACTION IN RELATION TO

PROVISION OF FINANCIAL ASSISTANCE

LOAN AGREEMENT

The Board announces that on 4 April 2014, the Loan Agreement was entered into between Fortune Finance, an indirect wholly-owned subsidiary of the Company as lender, the Borrower and certain guarantors, pursuant to which, Fortune Finance agreed to provide the Loan in an aggregate principal amount of up to HK$40,000,000, consisting of two tranches of HK$20,000,000 each, to the Borrower for a term of 180 days.

As the applicable percentage ratios under Rule 14.07 of the Listing Rules in respect of the amount of financial assistance granted to the Borrower were more than 5% but less than 25%, the Loan granted under the Loan Agreement constitutes a discloseable transaction for the Company under Chapter 14 of the Listing Rules and is therefore subject to the reporting and announcement requirements under the Listing Rules.

As the amount of the financial assistance granted to the Borrower was more than 8% under the assets ratio as defined under Rule 13.13 of the Listing Rules, the grant of the Loan is also subject to the general disclosure obligations under Rule 13.15 of the Listing Rules.

SUSPENSION AND RESUMPTION OF TRADING

At the request of the Company, trading in the shares of the Company on the Stock Exchange has been halted with effect from 1: 00 p.m. on 4 April 2014 pending the release of this announcement. An application has been made by the Company to the Stock Exchange for resumption of trading in the shares of the Company with effect from 9: 00 a.m. on 7 April 2014.

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PROVISION OF FINANCIAL ASSISTANCE

On 4 April 2014, Fortune Finance entered into the Loan Agreement with the Borrower and certain guarantors, pursuant to which Fortune Finance agreed to provide the Loan in an aggregate principal amount of up to HK$40,000,000, consisting of two tranches of HK$20,000,000 each, to the Borrower for a term of 180 days.

Loan Agreement

Summarised below are the principal terms of the Loan Agreement:

• Date : 4 April 2014 Lender : Fortune Finance Borrower : Zhougyue Group Limited The Borrower is an investment holding company incorporated under the laws of the Republic of Seychelles. To the best of the knowledge, information and belief of the Directors having made all reasonable enquiries, the Borrower is a third party independent of, and not connected with, the Company and its connected person(s) (within the meaning of the Listing Rules)

• Principal : HK$40,000,000, consisting of two tranches of HK$20,000,000 each Each tranche of the Loan will be available for drawdown upon the satisfaction of certain conditions as set out in the Loan Agreement. Pursuant to the Loan Agreement, the drawdown notice of the first tranche of the Loan (if any) must be submitted to Fortune Finance by the Borrower within ten business days from the date of the Loan Agreement, and the drawdown notice of the second tranche of the Loan (if any) must be submitted to Fortune Finance by the Borrower within twenty-five business days from the date of the Loan Agreement

• Interest rate : 16.5% per annum accrued from the Drawdown Date of the relevant tranche of the Loan on a monthly basis

• Upfront payment : 2.9% of each tranche of the Loan, which is payable on the signing of the Loan Agreement for the first tranche of the Loan, and on the relevant Drawdown Date for the second tranche of the Loan

• Term : 180 days from and excluding the relevant Drawdown Date in respect of each tranche of the Loan

• Security : (1) A first mortgage in respect of certain shares in a company listed on the Growth Enterprise Market of the Stock Exchange to be beneficially owned by the Borrower;

• (2) a charge over the securities account in the name of the Borrower; and

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• (3) a joint and several guarantee from the ultimate individual shareholder of the Borrower and two companies beneficially wholly-owned by such individual shareholder, each of them is a third party independent of, and not connected with, the Company and its connected person(s) (within the meaning of the Listing Rules)

• Repayment : The Borrower shall repay each tranche of the Loan in full in one lump sum together with outstanding interest accrued thereon on the relevant Maturity Date in respect of each tranche of the Loan

• Voluntary : The Borrower may prepay all or part of each tranche of the Loan (but Prepayment if in part, being an amount in the multiple of HK$5,000,000) on the 1[st] day or 16[th] day of a calendar month, together with interest accrued thereon by giving Fortune Finance not less than five business days’ advance notice in writing

Funding of the Loan

The Group will finance the Loan with internal resources.

Information of the Group

The Group’s principal activities are securities and insurance brokerage, margin financing, provision of corporate finance services and money leading services. Fortune Finance, an indirect wholly-owned subsidiary of the Company, is a money lender licenced in Hong Kong under the provisions of the Money Lenders Ordinance (Chapter 163 of the Laws of Hong Kong).

Reasons for and benefits of the Loan Agreement

The terms of the Loan Agreement were negotiated on an arm’s length basis between the parties to the Loan Agreement. The Directors are of the view that the terms of the Loan Agreement were entered into on normal commercial terms. The making of the Loan is collaterised and the Directors consider that the collateral provided by the Borrower under the Loan is sufficient and in line with market practice. By taking into account that a stable revenue and cashflow stream from the interest income is expected, the Directors are of the view that the terms of the Loan Agreement and the entering into of the Loan Agreement are fair and reasonable and in the interests of the Company and its shareholders as a whole.

LISTING RULES IMPLICATIONS

The granting of the Loan is a financial assistance provided by the Company within the meaning of the Listing Rules.

As the applicable percentage ratios under Rule 14.07 of the Listing Rules in respect of the amount of financial assistance granted to the Borrower were more than 5% but less than 25%, the Loan granted under the Loan Agreement constitutes a discloseable transaction for the Company under Chapter 14 of the Listing Rules and is therefore subject to the reporting and announcement requirements under the Listing Rules.

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As the amount of the financial assistance granted to the Borrower was more than 8% under the assets ratio as defined under Rule 13.13 of the Listing Rules, the grant of the Loan is also subject to the general disclosure obligations under Rule 13.15 of the Listing Rules.

Save as disclosed in this announcement, the Board is not aware of any other information which must be announced to avoid a false market in the Company’s shares or of any inside information that needs to be disclosed under Part XIVA of the Securities and Futures Ordinance (Chapter 571 of the Laws of Hong Kong).

SUSPENSION AND RESUMPTION OF TRADING

At the request of the Company, trading in the shares of the Company on the Stock Exchange has been halted with effect from 1: 00 p.m. on 4 April 2014 pending the release of this announcement. An application has been made by the Company to the Stock Exchange for resumption of trading in the shares of the Company with effect from 9: 00 a.m. on 7 April 2014.

DEFINITIONS

In this announcement, unless the context otherwise requires, the words and expressions below shall have the following meanings when used herein:

• ‘‘Board’’ the board of Directors

• ‘‘Borrower’’ Zhongyue Group Limited, an investment holding company incorporated in the Republic of Seychelles

• ‘‘Company’’ China Fortune Financial Group Limited, a company incorporated in the Cayman Islands with limited liability, the shares of which are listed on the Main Board of the Stock Exchange

• ‘‘Director(s)’’ the director(s) of the Company ‘‘Drawdown Date’’ the date on which the relevant tranche of the Loan is drawndown ‘‘Fortune Finance’’ Fortune Finance Limited, a limited liability company incorporated in Hong Kong and an indirect wholly-owned subsidiary of the Company, and a licensed money lender under the Money Lenders Ordinance (Chapter 163 of the Laws of Hong Kong)

• ‘‘Group’’ the Company and its subsidiaries

• ‘‘Hong Kong’’ the Hong Kong Special Administrative Region of the People’s Republic of China

• ‘‘Listing Rules’’ The Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited

• ‘‘Loan’’ the aggregate principal amount of up to HK$40,000,000 (divided into two tranches in equal amounts) provided by Fortune Finance to the Borrower pursuant to the terms and conditions of the Loan Agreement

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‘‘Loan Agreement’’

• the loan agreement dated 4 April 2014 entered into between Fortune Finance, the Borrower and certain guarantors in respect of the Loan

• ‘‘Maturity Date’’

• the 180[th] day immediately following the relevant Drawdown Date in respect of each tranche of the Loan

• ‘‘Stock Exchange’’

The Stock Exchange of Hong Kong Limited

By Order of the Board of China Fortune Financial Group Limited NG Cheuk Fan Keith Managing Director

Hong Kong, 4 April 2014

As at the date of this announcement, the Board consists of four executive Directors, namely Mr. Zhang Min (Chairman), Mr. Ng Cheuk Fan Keith (Managing Director), Mr. Hon Chun Yu and Mr. Xia Yingyan; two non-executive Directors, namely Mr. Wong Kam Fat Tony (Vicechairman) and Mr. Wu Ling; and three independent non-executive Directors, namely Mr. Lam Ka Wai Graham, Mr. Ng Kay Kwok and Mr. Tam B Ray Billy.

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