SYS-CON MEDIA Authors: Kevin Benedict, Rich Waidmann, Pat Romanski, Michael Jannery, Javier Paniza

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State-run Hollywood Film Import License Holder Invested in HK Listed CNCG



Hong Kong, July 23, 2014 - (ACN Newswire) - China National Culture Group Limited ("CNCG" or the "Group"; stock code:745) announced on 22 July 2014 that three significant investors have invested in the Group as major shareholders which believed to be a key support for the Group in developing and managing its film importation and distribution businesses in the PRC, which including one of only two Hollywood film importation license holder, China National Culture & Art Corporation ("CNCAC") a state-owned enterprise under Ministry of Culture of the PRC.

Huge Leader Holding Limited ("Huge Leader") a substantial shareholder of the Group entered into a conditional sales and purchase agreement ("S&P Agreement") with three buyers: namely,(China National Culture & Art (Hong Kong & Macau) Limited), Mr. Wan Boao("Mr. Wan") and Mr. Hu Yidong("Mr. Hu"). Huge Leader has conditionally agreed to sell and the three buyers agreed to buy a total of 1,723,000,000 Shares and 1,811,200,000 Convertible Preference Shares in the Company, of which China National Culture will buy 1,500,00,000 Shares, Mr. Wan will buy 223,000,000 Shares and 800,000,000 convertible preference shares and Mr. Hu will buy 1,011,200,000 convertible preference shares.

Mr. Wan has been the honorary consultant of the Group since 5 February 2014. He is an experienced media industry professional, the President of China Biographical Literature Society. Mr. Wan is also the eldest son of Mr. Wan Li, the former Politburo member and Secretary of the Central Committee of the Communist Party of China, former Chairman of the Standing Committee of the National People's Congress and Vice Premier of the People's Republic of China.

Mr. Hu is the former Chairman and Executive Director of SMI Corporation Limited (HKSE:198), a company listed in the Main Board of the Hong Kong Stock Exchange and the second largest cinema chain operator in China mainly engaged in cinema operator and film investment and distribution. He is currently the CEO of SMI Corporation in PRC, the parent company of SMI Corporation Limited (HKSE:0198). Mr. Hu is an independent third party and is not a connected person to the Group.

Huge Leader currently holds 1,723,000,000 shares and 1,811,200,000 convertible preference shares and its holdings in ordinary shares and the aggregate of which represent approximately 24.13% and 49.49% respectively of the total issued share capital of the Group.

According to an Exclusive Partnership Agreement signed on 26 Sept 2013 between the Group and CNCAC, CNCG is able to import foreign films from Hollywood as well as from other countries to China. The shares investment from China National Culture & Art (Hong Kong & Macau) Limited, Mr. Wan and Mr. Hu who possesses extensive experience in cinema operation and films distribution in China will further strengthen the capabilities of the Group in importing Hollywood films into China as well as distribution. In 2013, ticket sales for imported movies totaled US$1.458billion, accounting to nearly 50% of total box office. Currently, the annual importing quota of 34 revenue-sharing foreign films are shared among two film importation license operators in China. With the support of new shareholders, CNCG is confident that the Group will be able to tap into the blooming and flourishing film market in China.

The Group is now considering to raising necessary funds by means of placing of new Shares and grant of options under the Group's share option scheme for the development of film importation and film distribution business in Mainland China.

China National Culture Group Limited is principally engaged in film import and distribution in the PRC region, film and TV studios development and operation, and mobile digital advertising and marketing in Hong Kong and the PRC region.


Source: China National Culture Group Limited

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