TOM Group Limited — M&A Activity 2006

Apr 3, 2006

The Stock Exchange of Hong Kong Limited takes no responsibility for the contents of this announcement, makes no representation as to its accuracy or completeness and expressly disclaims 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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(Stock Code: 2383)

COMPLETION OF MAJOR TRANSACTION

(1) proposed acquisition of the registered capital of China Popular Computer Week Management Company Limited �� ! " # $ % & ' ( ) * +,

(2) proposed subscription of shares in Chongqing Zhongkepu Media Development Joint Stock Company Limited �� ! " # $ % & ' ( ) * + , -.

The Board is pleased to announce that Completion took place on 31 March 2006 and that the parties to the Agreement have agreed that the Subscription Shares, representing approximately 0.97% of the enlarged issued share capital of China Science Media, will be allotted and issued to TOM International on or before 30 June 2006.

COMPLETION

Reference is made to the circular of TOM Group Limited (“Company”) dated 10 September 2004 (“Circular”) in respect of the proposed acquisition of the registered capital of the Joint Venture and the proposed subscription of shares in China Science Media and the announcement of the Company dated 29 December 2005 in respect of the further deferral of the Long Stop Date (“Further Deferral Announcement”). Capitalised terms used herein shall have the same meanings as those defined in the Circular and the Further Deferral Announcement.

The parties to the Agreement have agreed to waive Condition (c) as set out in the Section headed “Conditions precedent” in the Circular that the Subscription Shares, representing approximately 0.97% of the enlarged issued share capital of China Science Media, having been allotted and issued by China Science Media to TOM International in accordance with all applicable laws, rules and regulations. The Board is pleased to announce that Completion took place on 31 March 2006.

The parties to the Agreement have further agreed that the Subscription Shares will be allotted and issued to TOM International on or before 30 June 2006.

By Order of the Board TOM GROUP LIMITED Pessy Yu Company Secretary

Hong Kong, 31 March 2006

G For identification purpose

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As at the date hereof, the directors of the Company are: Executive Directors: Ms. Tommei Tong Ms. Angela Mak Independent non-executive Directors: Mr. Henry Cheong Ms. Anna Wu Mr. James Sha

Non-executive Directors: Mr. Frank Sixt (Chairman) Ms. Debbie Chang Mrs. Susan Chow Mr. Edmond Ip Mrs. Angelina Lee Mr. Wang Lei Lei

Please also refer to the published version of this announcement in The Standard.

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