Melco China Resorts
TSX VENTURE : MCG

Melco China Resorts

October 06, 2010 13:07 ET

Melco China Provides Update on Convertible Bond Financing

BEIJING, CHINA--(Marketwire - Oct. 6, 2010) - Melco China Resorts (Holding) Limited (TSX VENTURE:MCG) ("MCR" or the "Company"), which is to be renamed as Mountain China Resorts (Holding) Limited subject to finalization by the TSXV, wishes to announce that it will not proceed with the previously announced convertible bond financing with Century Zone Limited or any other investors, including any existing shareholders of the Company. As described in the press release on September 1, 2010, the terms of the convertible bond financing included a proposed conversion price of $0.12. However under the policies of the TSXV, the conversion price cannot be less than the market price of the common shares of MCR immediately prior to the announcement of the proposed financing. During the course of the negotiations with Century Zone Limited the share price of the common shares of MCR was $0.12. However. immediately prior to September 1, 2010 the share price of MCR had increased to $0.18 and Century Zone Limited subsequently advised the Company that it was not willing to pursue the convertible bond financing with a conversion price of $0.18.

The Company has made a submission to the TSXV seeking relief from the requirement that the conversion price not be less than the market price of the common shares of MCR, which will allow MCR to proceed with the proposed financing with Century Zone Limited on the terms previously announced. There is no guarantee that such relief will be provided by the TSXV, or if provided, on terms that are acceptable to MCR.

The completion of the proposed financing with MCR is critical to the continued financial stability of the Company, and if such financing is not able to be completed there is a real risk the Company will not be able to continue to pursue its strategic plan or meet its obligations as they come due. While the Company is continuing to consider alternative financing arrangements in order to provide working capital and to fund the continuing operations of its Sun Mountain Yabuli Resort, no such viable alternatives are presently available to the Company.

About MCR

MCR is the premier developer of four season destination ski resorts in China. MCR is transforming existing China ski properties into world-class, four seasons luxury mountain resorts with excellent real estate investment opportunities for discerning buyers. In February 2009, the Company's Sun Mountain Yabuli Resort was awarded Best Resort Makeover in Asia by TIME Magazine. Yabuli is also the permanent home of the China Entrepreneur's Forum the leading and most influential community of China's most distinguished and successful entrepreneurs and business leaders with over 5,000 members from across a variety of key industries.

www.mountainchinaresorts.com

FORWARD LOOKING INFORMATION

Information in this press release that is not current or historical factual information may constitute forward-looking information within the meaning of securities laws, and actual results may vary from the forward-looking information. Implicit in this information are assumptions regarding future operations, plans, expectations, anticipations, estimates and intentions, such as the plans to develop the ski resorts in China. These assumptions, although considered reasonable by MCR at the time of preparation, may prove to be incorrect. Readers are cautioned that actual future operating results and economic performance of MCR are subject to a number of risks and uncertainties, including general economic, market and business conditions, uncertainty relating to land use rights, adverse industry events for the ski and real estate industries, MCR's ability to make and integrate acquisitions, the requirements of recent Chinese regulations relating to cross-border mergers and acquisitions, the inability to obtain required approvals or approvals may be subject to conditions that are unacceptable to the parties, changing industry and government regulation, as well as MCR's ability to implement its business strategies, dispose of assets or raise sufficient capital, seasonality, weather conditions, competition, currency fluctuations and other risks, and could differ materially from what is currently expected as set out above.

Forward-looking information contained in this press release is based on current estimates, expectations and projections, which MCR believes are reasonable as of the date of this press release. MCR uses forward-looking statements because it believes such statements provide useful information with respect to the operation and financial performance of MCR, and cautions readers that the information may not be appropriate for other purposes. Readers should not place undue importance on forward-looking information and should not rely upon this information as of any other date. While MCR may elect to, it does not undertake to update this information at any particular time.

The TSX Venture Exchange has neither approved nor disapproved the contents of this press release. The TSX Venture Exchange does not accept responsibility for the adequacy or accuracy of this release.

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