2001 A - TOM Group

Prevailing Terms for Outdoor Media Acquisitions• Acquisitions are typically financed with less than 50% in cash and the rest in TOM sharesissued at HK$5.51• PE ratio is typically 9.5x for outdoor business and 4.75x for agency business• The consideration will be adjusted proportionate to any shortfall of guaranteed profit in thefirst year:AdjustedConsiderationYear 1 Actual Profit= xYear 1 Guaranteed ProfitOriginalConsideration• Profit Guarantee:• Minimum CAGR of 15%• Any shortfall of guaranteed profits in the next 2-4 years will be compensated by dividendentitlements or cash• Additional guarantees• If receivables are not recovered within a certain periodfrom the execution of definitive agreements, theconsideration will be adjusted downward accordinglyCost of acquiring 12 companiesCash: HK$ 194MTOM Shares: HK$ 741M11