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For Immediate Release
Hong Kong, November 21, 2001 - TOM.COM LIMITED ("TOM", stock code: 8001) announced today that it has entered an agreement for the acquisition of 100% of Sharp Point Publishing Co., Ltd, (Sharp Point), Taiwan's largest Chinese-language youth magazine and book publisher.
With this acquisition, TOM achieves a leadership position in Taiwan's teenage publishing market. Sharp Point may be included as part of the assets of TOM's print media vehicle upon its planned listing.
TOM will pay NT$380 million (approx. HK$85.3 million) for Sharp Point, out of which about NT$190 million (approx. HK$42.6 million), or 50%, will be paid in cash. TOM will pay 25% of the acquisition price, or approx. NT$95 million (approx. HK$21.3 million) via the issue of 3,869,250 TOM shares, at HK$5.51 per share. The actual number of TOM shares to be issued to the existing shareholders of Sharp Point could be adjusted by an "Earn-out Payment" scheme. TOM will pay the remaining 25% of the acquisition price via the issue of new shares in the listing of TOM's print media vehicle.
The "Earn-out Payment" scheme is a performance-based plan. If the audited pre-tax profit of Sharp Point in 2001 does not meet the NT$82 million (approx. HK$18.4 million) target, the actual number of TOM shares to be issued will be reduced proportionately.
Sharp Point owns popular titles and has successfully established strong brands among teenagers in Taiwan. It publishes nine monthly and four bi-monthly magazines, with a combined monthly circulation of over 330,000 in 2000. Among its best-selling titles is Wink up 
, an infotainment magazine on Japanese pop idols, which is popular both in Taiwan and Hong Kong. Other popular titles include My Birthday 
, COOL 
, Call 
and Very Series 
.
Sharp Point also has a significant book publishing operation with 3,800 book titles covering as many as 25 areas of interest including Japanese comics. Monthly print run in 2000 was over 300,000. Sharp Point is also the exclusive distributor of Taiwan's top-selling trading card game - Magic: The Gathering 
.
In 1999, Sharp Point had pro forma unaudited revenue of NT$324.7 million (approx. HK$72.9 million). Sharp Point's pro forma unaudited revenue in 2000 amounted to NT$474.8 million (approx. HK$106.6 million).
Sharp Point President Michael Huang said, "By cooperating with a leading cross-media company such as TOM, we will be able to strengthen our market position. Our goal is to bring our successful franchise to China."
The Sharp Point acquisition will not only broaden TOM's cross-media platform but also allow content sharing between TOM's family of portals and its offline businesses, which will enhance cross-selling opportunities to advertisers.
TOM believes that there will be substantial synergy between Sharp Point and its existing print media assets such as PC Home and 
's
Home Media Group Chief Executive Officer Jan Hung-Tze will oversee the integration of Sharp Point into TOM's print media platform. By working closely with Sharp Point's management team, Mr. Jan will also help Sharp Point explore future expansion plans.
Mr. Jan said, "Sharp Point is a visionary and creative publishing group with very good understanding of the teenager market. The management has a thorough knowledge of the trends in the Japanese market, especially the comics sector. Sharp Point's strong brand presence amongst teenagers has given it a distinct advantage over competitors. I am excited about this partnership and believe we'll make great things happen."
Commenting on the Sharp Point acquisition, Sing Wang, Chief Executive Officer and Executive Director of TOM, said, "We have high valuation of Sharp Point's good network with teenage publishing companies, particularly Japanese ones. The company has a solid revenue base and strong potential. Under the leadership of Mr. Jan, I am sure it will make breakthroughs, and enhance synergies with TOM's publishing business.
"The teenager reader market in Greater China has huge untapped potential and we are confident that this move will bring us yet closer to the building of Greater China's Chinese language print media platform."
(Notes to Editors)
About Sharp Point Publishing Co., Ltd.
Established in 1982, Sharp Point Publishing Co., Ltd (Sharp Point) publishes a chain of successful teenage titles, taking care of teenagers' wide interests in pop culture, lifestyle and fashion, entertainment and new trends. Apart from the titles already mentioned above, its other best-selling titles include Play 
, entertainment magazine on Asian and Western movie stars; 3C Mall 
, magazine on latest electronic, telecommunication and audio/visual products; Cardmania 
, monthly game card magazine; Choc 
, the first magazine in Taiwan devoted to teenager fashion and style; Cool Toys 
, a toys and models consumer guide; Mr. Pulo 
, a magazine on men's fashion; Totally Astrology 
, astrology analysis and CG 
, a computer products magazine.
To download photos of Sharp Point publications, please click
http://hk.tom.com/event/press/photo.shtml
About TOM.COM LIMITED
TOM.COM LIMITED (TOM) is a joint venture between Hutchison Whampoa Ltd., Cheung Kong (Holdings) Ltd. and other strategic investors. TOM was listed on the Growth Enterprise Market of the Stock Exchange of Hong Kong in March 2000 (stock code: 8001).
TOM has pioneered the cross media strategy, building a portfolio of online and offline media assets through acquisitions and organic growth. Its goal is to be the industry leader in each of its four business segments - sports marketing, outdoor media, print media and Internet portals. TOM is also building a strong platform to offer telecom value-added services.
(http://corp.tom.com/about/en/index.shtml)
For press enquiries: Rachel Chan, TOM.COM LIMITED
Tel: (852) 2121 7810; Fax: (852) 2127 7576; Email: rachelc@hk.tom.com