Attached files
| file | filename |
|---|---|
| 8-K - TM Entertainment & Media, Inc. | v171261_8k.htm |
| EX-4.7 - TM Entertainment & Media, Inc. | v171261_ex4-7.htm |
| EX-3.3 - TM Entertainment & Media, Inc. | v171261_ex3-3.htm |
| EX-4.8 - TM Entertainment & Media, Inc. | v171261_ex4-8.htm |
| EX-4.6 - TM Entertainment & Media, Inc. | v171261_ex4-6.htm |
| EX-10.18 - TM Entertainment & Media, Inc. | v171261_ex10-18.htm |
FOR IMMEDIATE
RELEASE
CHINA
MEDIAEXPRESS HOLDINGS, INC. AND STARR INTERNATIONAL COMPANY, INC.
ANNOUNCE
$30 MILLION PRIVATE PLACEMENT
Fujian, China – January 15, 2010 –
China MediaExpress Holdings, Inc. (“CME”) (NYSE Amex: CCME; CCME.U; CCME.WS),
China’s largest television advertising operator on inter-city express
buses, and Starr International Company, Inc. (“Starr International”) today
announced a definitive agreement for Starr International to make a significant
investment in CME. Under the terms of the agreement, Starr International will
purchase, in a $30 million private placement, 1,000,000 newly issued shares of
CME Series A Convertible Preferred Stock at $30.00 per share, together with
1,545,455 of CME common stock purchase warrants. CME intends to use
the net proceeds of this financing for working capital purposes including
internal expansion initiatives and potential mergers and
acquisitions.
Zheng
Cheng, CME’s Founder and CEO, commented, “With this capital infusion from the
sale of the Series A Convertible Preferred Stock, we have an additional $30
million in cash and potentially $10 million from the warrants, to fund our
business expansion plans. In addition to enlarging our market share
and geographic coverage through agreements with additional bus operators, we are
now exploring possible M&A opportunities. We are delighted to
have Starr International, a respected investment firm with a significant
presence in China and the US, as one of our major investors and we are delighted
in the firm’s confidence in CME, our business plan and growth
prospects.”
Jacky
Lam, CME’s CFO added, “We are pleased with the valuation that Starr
International offered and appreciate the thoroughness of their validation
procedures. Having worked with them over the past several months on
negotiating the terms of the investment, we believe that they have gotten to
know CME’s business and management and their decision to proceed is a strong
vote of confidence in our business model.”
Mr. L.
Scott Greenberg, Director and Executive Vice President of C. V. Starr & Co.,
Inc. said, “We look forward to a long and mutually beneficial relationship with
Mr. Cheng and the excellent team he has built at CME.”
On behalf
of Starr International, Mr. John S. Lin, President and CEO of C. V. Starr
Investment Advisors (Asia) Limited, said, “We are very excited about our
investment in CME, one of the leading players in the out-of-home advertising
space in China with strong growth momentum. We believe that CME offers long term
value to its investors.”
Transaction
Terms
Each of
the 1,000,000 shares of Series A Convertible Preferred Stock will be convertible
at any time into three shares of CME common stock. The newly issued
warrants will be exercisable at any time into one share of CME common stock at
$6.47 for each warrant held. Concurrently with the closing, certain
CME shareholders will transfer an additional 150,000 shares of outstanding CME
common stock to Starr International for no additional cash
consideration. The convertible stock, the warrants, the common
stock underlying the convertible stock and warrants, as well as the 150,000
shares of CME common stock transferred by certain CME shareholders, will be
subject to a six-month lock-up period from the date of closing. The
convertible stock will only be transferable with the consent of the Company,
except to affiliates of Starr International.
Completion
of the financing is subject to customary conditions, and the parties expect to
move expeditiously toward a closing.
About
Starr International
Starr
International serves as a private financial services holding company that makes
investments through direct investments, publicly traded securities and private
equity funds with a focus on financial services, real estate, consumer products
and services, retail and energy businesses. Starr has made over $500 million
investments in China.
About
CME
CME,
through contractual arrangements with Fujian Fenzhong, an entity majority owned
by CME’S former majority shareholder, operates the largest television
advertising network on inter-city express buses in China. While CME
has no direct equity ownership in Fujian Fenzhong, through the contractual
agreements CME receives the economic benefits of Fujian Fenzhong’s operations.
Fujian Fenzhong generates revenue by selling advertisements on its network of
television displays installed on over 20,000 express buses originating in
fourteen of China’s most prosperous regions, including the five municipalities
of Beijing, Shanghai, Guangzhou, Tianjin and Chongqing and nine economically
prosperous provinces, namely Guangdong, Jiangsu, Fujian, Sichuan, Hebei, Anhui,
Hubei, Shandong and Shanxi which generate more than half of China’s
GDP.
Forward-Looking
Statements
This
press release includes “forward-looking statements” within the meaning of
Section 27A of the Securities Act of 1933 (the “Securities Act”), as
amended, and Section 21E of the Securities Exchange Act of 1934, as amended
(the “Exchange Act”). Forward-looking statements include, but are not limited to
statements regarding expectations, hopes, beliefs, intentions or strategies
regarding the future. In addition, any statements that refer to projections,
forecasts or other characterizations of future events or circumstances,
including any underlying assumptions, are forward-looking statements. The words
“anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “intend,”
“may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,”
“would” and similar expressions may identify forward-looking statements, but the
absence of these words does not mean that a statement is not forward-looking.
Forward-looking statements in this report may include, for example, statements
about:
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The
Company’s goals and strategies;
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The
Company’s future prospects and market acceptance of its advertising
network;
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The
Company’s future business development, financial condition and results of
operations;
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Projected
changes in revenues, costs, expense items, profits, earnings, and other
estimated financial information;
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The
Company’s ability to manage the growth of its existing advertising network
on inter-city express buses and expansion to prospective advertising
network on high speed railways;
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Trends
and competition in the out-of-home advertising media market in
China;
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Changes
in general economic and business conditions in China;
and
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Chinese
laws, regulation and policies, including those applicable to the
advertising industry.
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CONTACT:
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-OR-
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INVESTOR
RELATIONS:
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China
MediaExpress
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The
Equity Group Inc.
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Jacky
Lam
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Lena
Cati (212) 836-9611
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Chief
Financial Officer
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lcati@equityny.com
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jackylam@mediaexpress.com.hk
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Linda
Latman (212) 836-9609
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llatman@equityny.com
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