09:38     TVB<00511> - Announcement (2)                                       

    million (approximately HK$220.5 million) which will                       
    be payable in cash immediately upon delivery of all                       
    the Shares and other documents necessary to effect                        
    the transactions contemplated under the Agreement by                      
    the Vendor to the Purchaser.                                              
                                                                              
    The total amount of the consideration will be funded                      
    by internal resources or bank facilities or a                             
    combination of both.                                                      
                                                                              
    The original purchase cost of the Shares to the Vendor                    
    was NT$900 million (approximately HK$220.5 million).                      
                                                                              
    Basis of Consideration:                                                   
    The consideration has been determined after arm's                         
    length negotiations between the Vendor and the                            
    Purchaser. The purchase consideration gives rise to                       
    a price earnings ratio that is within the norm for                        
    Taiwan television industry. The net assets of Liann                       
    Yee Group attributable to the Shares as at 30 June                        
    2004 was NT$353,286,000 (approximately                                    
    HK$86,555,070). The net profits before tax and                            
    extraordinary items attributable to the Shares for                        
    the years ended on 31 December 2002 and 31 December                       
    2003 and half year ended on 30 June 2004 were                             
    NT$20,868,000 (approximately HK$5,112,660),                               
    NT$146,920,000 (approximately HK$35,995,400) and                          
    NT$93,870,000 (approximately HK$22,998,150)                               
    respectively. The net profits/loss after tax and                          
    extraordinary items attributable to the Shares for                        
    the years ended on 31 December 2002 and 31 December                       
    2003 and half year ended on 30 June 2004 were at a                        
    loss of NT$11,420,000 (approximately HK$2,797,900),                       
    at a profit of NT$63,627,000 (approximately                               
    HK$15,588,615) and at a profit of NT$71,669,000                           
    (approximately HK$17,558,905) respectively.                               
                                                                              
    Completion:                                                               
    After fulfilment of the condition precedent,                              
    completion of the Agreement shall take place within                       
    14 days thereafter, or any other date as the Purchaser                    
    and the Vendor may otherwise agree. The Vendor will                       
    cease to hold any interest in LYP and LYP will become                     
    an indirect wholly-owned subsidiary of TVB upon                           
    completion.                                                               
                                                                              
    REASONS FOR THE TRANSACTION                                               
    TVB is of the view that there is potential for further                    
    development of the television market in Taiwan. Hence,                    
    by purchasing the remaining minority shareholdings                        
    in LYP and thereby increasing its shareholding from                       
    70% to 100%, it will correspond with the long term                        
    strategy of the Group for this market with a potential                    
    for greater earnings to the Group.                                        
                                                                              
    The Directors (including independent non-executive                        
    directors) considered that the terms of the Agreement                     
    and the transactions contemplated thereunder are fair                     
    and reasonable and are in the interests of TVB and                        
    the Shareholders as a whole.                                              
                                                                              
    PRINCIPAL ACTIVITIES OF THE GROUP, LYP AND THE VENDOR                     
    The Group is principally engaged in television                            
    broadcasting, program licensing and production,                           
    animation production, magazine publishing and other                       
    broadcasting related activities.                                          
                                                                              
    LYP (a 70% indirect non wholly-owned subsidiary of                        
    TVB) is principally engaged in the business of                            
    television programs production, television channel                        
    transmission and operation in Taiwan.