Focus Media Network : Poll Result of the Extraordinary General Meeting Held on 22 August 2017

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This announcement appears for information purposes only and does not constitute an invitation or offer to sell, dispose, acquire, purchase or subscribe for securities in the Company.

FOCUS MEDIA NETWORK LIMITED

(incorporated in the Cayman Islands with limited liability)

(Stock Code: 8112)

POLL RESULT OF THE EXTRAORDINARY GENERAL MEETING HELD ON 22 AUGUST 2017

Reference is made to the circular of Focus Media Network Limited (the ''Company'') dated 3 August 2017 (the ''Circular'') in relation to, among other things, the Increase in Authorised Share Capital and the Rights Issue containing the notice dated 3 August 2017 (the ''Notice of EGM'') convening the extraordinary general meeting of the Company (the ''EGM'') held on 22 August 2017. Unless otherwise stated, capitalised terms used herein shall bear the same meanings as defined in the Circular.

POLL RESULT OF THE EGM

The Board is pleased to announce that, at the EGM held at 10: 00 a.m. on 22 August 2017, all the ordinary resolutions as set out in the Notice of EGM, were duly passed by the Shareholders and the Independent Shareholders (as the case maybe), by way of poll.

As at the date of the EGM, there were a total of 229,418,448 Shares in issue. As disclosed in the Circular, iMediaHouse, holding 13,815,960 Shares as at the date of the EGM, was required to abstain and had abstained from voting in favour of the resolution approving the Rights Issue and the transactions contemplated thereunder at the EGM.

Save as disclosed above, (i) none of the Shareholders are required to abstain from voting in favour of the resolutions at the EGM pursuant to the GEM Listing Rules and/or the articles of association of the Company; (ii) there was no Shares which only entitled the holders thereof to attend and vote only against the resolutions at the EGM; and (iii) no party has stated his/her/its intention in the Circular to vote against the resolutions proposed at the EGM. Accordingly, excluding the Shares held by iMediaHouse, the total number of Shares entitling the Independent Shareholders to attend and vote on

the resolution approving the Rights Issue at the EGM were 215,602,488 Shares, and the total number of Shares entitling Shareholders to attend and vote on other resolution at the EGM was 229,418,448 Shares.

Tricor Investor Services Limited, the Company's branch share registrar in Hong Kong, acted as the scrutineer for the vote-taking at the EGM. Set out below are the poll results in respect of the resolutions proposed at the EGM:

Note: The full text of the resolutions was set out in the Notice of EGM.

As more than 50% of the votes were cast in favour of each of the above resolutions, all the above resolutions were duly passed as ordinary resolutions.

DESPATCH OF PROSPECTUS DOCUMENTS

Subject to the registration of the Prospectus Documents with the Registrar of Companies in Hong Kong, (i) the Prospectus Documents are expected to be despatched to the Qualifying Shareholders on 31 August 2017; and (ii) the Prospectus (without PAL and EAF) is also expected to be despatched to the Non-Qualifying Shareholders (if any on the Record Date), for their information only, on the same day.

WARNING OF THE RISKS OF DEALING IN THE SHARES AND THE NIL-PAID RIGHTS SHARES

The last day of dealing in the Shares on a cum-rights basis is Wednesday, 23 August 2017. The Shares will be dealt in on an ex-rights basis commencing from Thursday, 24 August 2017. Dealings in the Rights Shares in the nil-paid form are expected to take place from Monday, 4 September 2017 to Monday, 11 September 2017 (both dates inclusive). Shareholders and potential investors should note that dealing in the Shares and/or nil-paid Rights Shares will take place while the conditions to which the Underwriting Agreement is subject remain unfulfilled. If the conditions of the Underwriting Agreement are not fulfilled or the Underwriting Agreement is terminated by the Underwriters, the Rights Issue will not proceed.

Any dealings in the Shares from the date of the Announcement to Friday, 15 September 2017, being the date on which all the conditions of the Rights Issue is subject are to be fulfilled and the date on which the Underwriters' right of termination of the Underwriting Agreement ceases, and any dealings in the Rights Shares in their nil-paid form between Monday, 4 September 2017 and

Monday, 11 September 2017, both dates inclusive, are accordingly subject to the risk that the Rights Issue may not proceed. Shareholders and potential investors should therefore exercise caution when dealing in the Shares or the Rights Shares in their nil-paid form and, if they are in any doubt about their position, they should consult their professional adviser(s).

By order of the Board

Focus Media Network Limited An Xilei

Chairman

Hong Kong, 22 August 2017

As at the date of this announcement, the Board comprises Mr. An Xilei (Chairman), Mr. Wong Hong Gay Patrick Jonathan, Mr. Chen Xiaoping, Mr. Mock Wai Yin, Ms. Lam Hoi Yu Nicki and Mr. Wang Jun as executive Directors; and Mr. Chan Chi Keung Alan, Mr. Lee Chi Hwa Joshua and Ms. Lau Mei Ying as independent non-executive Directors.

This announcement, for which the Directors collectively and individually accept full responsibility, includes particulars given in compliance with the Rules Governing the Listing of Securities on the GEM of The Stock Exchange of Hong Kong Limited for the purpose of giving information with regard to the Company. The Directors, having made all reasonable enquiries, confirm that to the best of their knowledge and belief the information contained in this announcement is accurate and complete in all material respects and not misleading or deceptive, and there are no other matters the omission of which would make any statement herein or this announcement misleading

This announcement will remain on the ''Latest Company Announcements'' page of the GEM website at www.hkgem.com for at least 7 days from the date of its posting. This announcement will also be posted on the Company's website at www.focusmedia.com.