Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

UPDATE ON THE POSSIBLE SHARE BUY-BACK BY GENERAL OFFER PURSUANT TO RULE 3.7 OF THE TAKEOVERS CODE AND LATEST DEVELOPMENT ON TV CITY

Reference is made to the announcements of SCMP Group Limited (the "Company") dated
9 May 2014, 9 June 2014, 9 July 2014, 8 August 2014, 8 September 2014, 9 October 2014
and 10 November 2014 (the "Announcements") regarding, among other things, a possible delisting proposal with the exit cash offer to be made by the Company which may be made by share buy-backs by general offer (the "Possible Share Buy-back Offer"). Unless otherwise defined herein, all capitalized terms used herein shall have the same meanings as adopted in the Announcements.
Further to the Announcements, the board of directors of the Company (the "Board") wishes to update shareholders of the Company as follows: -

Possible Share Buy-back Offer

Further to the NDA signed by Silchester, Platinum Securities Company Limited, the financial adviser of the Company, continues discussions on behalf of the Company with Silchester regarding the Formal Share Buy-back Proposal. Platinum is also still seeking to advance discussions with KML regarding the Possible Share Buy-back Proposal.
Without any clear indication of support from the Substantial Shareholders, the Possible Share Buy-back Offer has no reasonable prospect of being approved by the Company's shareholders in accordance with the HK Codes. In light of the lack of substantive progress, the Board considered with due care whether there was sufficient merit in continuing efforts to engage with its Substantial Shareholders regarding the Formal Share Buy-back Proposal. However, following communications recently received from each of the Substantial Shareholders, the Board considers it in good faith in the interests of the Company and its shareholders as a whole (including the minority shareholders) to persist in such efforts for the time being pending clarification of the Substantial Shareholders' respective positions.
Meanwhile, the Company continues to liaise with the relevant regulators regarding the Possible Share Buy-back Offer, and to work with its advisory team to resolve the public float issue.

Latest development on TV City and its impact on the Company's property valuation

Reference is made to the Company's application in relation to its proposed comprehensive development of its property in Clear Water Bay, Sai Kung ("TV City") as disclosed in the
2014 interim report of the Company. On 14 November 2014, the Company has been
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informed by the Town Planning Board of the Hong Kong SAR Government that the application has been approved with conditions. However, the Company still has not been notified by the Hong Kong SAR Government of the amount of land premium payable. After having confirmed with DTZ Debenham Tie Leung Limited, the appointed property valuer in relation to the Possible Share Buy-back Offer, the Company considers that there is no material change in the valuation of TV City after receiving such approval.
In compliance with Rule 3.7 of the Takeovers Code, monthly announcement(s) setting out the Company's progress in respect of the Possible Share Buy-back Offer will be made until announcement of a firm intention by the Company to implement the Possible Share Buy-back Offer and make an offer under Rule 3.5 of the Takeovers Code or of a decision by the Company not to proceed with the Possible Share Buy-back Offer is made. Further announcement(s) will be made by the Company as and when appropriate or as required in accordance with the Listing Rules and the HK Codes (as the case may be) on the status and progress in connection with the potential implementation of the Possible Share Buy-back Offer.

Shareholders of the Company and potential investors should take note that the Possible Share Buy-back Offer is only a potential viable option that the Board has decided to pursue and is still at a preliminary stage. Shareholders should note that there is no certainty or assurance whatsoever that the Possible Share Buy-back Offer will eventually be carried out as it is still being assessed internally with assistance of professional advisers and is subject to compliance by the Company with the applicable regulatory regimes and independent Shareholder approval, which may or may not lead to a share buyback by general offer.

Hong Kong, 9 December 2014

As at the date hereof, the Board comprises:

On behalf of the Board SCMP Group Limited David J. Pang

Chairman

Non-executive Directors

Dr. David J. Pang (Chairman), Mr. Roberto V. Ongpin (Deputy Chairman)
and Tan Sri Dr. Khoo Kay Peng

Independent Non-executive Directors

Dr. Fred Hu Zu Liu, Dr. the Hon. Sir David Li Kwok Po and Mr. Wong Kai Man

Executive Director

Ms. Kuok Hui Kwong

All the directors of the Company jointly and severally accept full responsibility for the accuracy of information contained in this announcement and confirm, having made all reasonable inquiries, that to the best of their knowledge, opinions expressed in this announcement have been arrived at after due and careful consideration and there are no other facts not contained in this announcement, the omission of which would make any statement in this announcement misleading.

* For identification purpose only

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