Melco China Resorts

Melco China Resorts

December 15, 2008 08:15 ET

Melco China Resorts Enters Into Binding Agreements to Sell Beijing and Lotus Mountain Resorts

BEIJING, CHINA--(Marketwire - Dec. 15, 2008) -


Melco China Resorts (Holding) Limited (TSX VENTURE:MCG)(TSX VENTURE:MCG.WT) ("Melco China Resorts" or the "Company") announced today that it as vendor, entered into two binding agreements with Beijing Wahaha Drinking Water Co. Ltd. as purchaser (the "Purchaser"), for the sale of Beijing Lianhua Mountain Skiing Field Co. Ltd. ("Beijing Resort") and Jilin Lianhua Mountain Skiing Field Co. Ltd. ("Lotus Mountain Resort"), the indirect wholly owned subsidiaries of the Company. The agreements are subject to certain closing conditions and regulatory approvals, including TSX Venture Exchange approval.

The consideration for the sale of Beijing Resort is RMB28.32million ($5.1 million) which shall be payable in the following manner: RMB13.14million ($2.37 million) by assignment of account receivables; RMB2million ($0.36 million) on or before December 31, 2010; the remaining balance of RMB13.18million ($2.37 million) in three equal tranches on or before December 31, 2011, 2012 and 2013.

The consideration for the sale of Lotus Mountain Resort is RMB42.53 ($7.7 million) million which shall be payable in the following manner: RMB3million ($0.54 million) on or before December 31, 2010; RMB12.97 million ($2.35 million) on or before December 31, 2011; RMB12.97 million ($2.35 million) on or before December 31, 2012 and USD2million ($2.47 million) on or before December 31, 2013.

Apart from the abovementioned consideration, no finder's fee is payable for the transactions. Furthermore, the Purchaser is a third party not related to the Company or its insiders and the terms and considerations for the transactions were arrived at after arms length negotiations between the parties. Lianhua Mountain Group Corporation, the Purchaser's holding company, acts as the guarantor for the Purchaser.

The divestitures are part of the Company's immediate plans to conserve capital and reduce debt. As reported in the Company's third quarter results (November 27, 2008), the Beijing, Lotus Mountain, and Changchun resorts collectively have RMB62 million ($9.7 million) in debt, of which RMB37 million ($5.8 million) is currently subject to litigation, and would also require significant initial capital expenditures over the next three years prior to real estate development. The sale of the Beijing and Lotus Mountain resorts reduces the outstanding debt by RMB37 million ($5.8 million) and removes the Company from exposure to litigation. Melco China Resorts is currently in discussions with other third parties regarding the disposition of the Changchun resort.

The Company expects that by eliminating the capital requirements and accessing additional funding through debt and alternative investments, it can continue the operation and development of its two major resort assets of Sun Mountain Yabuli and Sky Mountain Beidahu, and better position itself for a recovery in the economy.

"We are committed to taking the appropriate actions in this very difficult economic environment to move our development plans forward," stated Graham Kwan, CEO of Melco China Resorts. "The sale of these two resorts frees up needed capacity on our balance sheet and removes significant future capital requirements. We continue to aggressively reduce our costs and expect that the steps we have taken to date will have a positive effect on our ongoing development of Yabuli and Beidahu."

About Melco China Resorts

Melco China Resorts operates China's two largest premier destination mountain resort properties, which include the Sun Mountain Yabuli resort, host for the 2009 World University Games and the Sky Mountain Beidahu resort. Melco China Resorts is transforming these properties into world-class, four seasons luxury mountain resorts with excellent real estate investment opportunities for discerning buyers. Melco China Resorts' leadership team boasts a proven record of resort development success both internationally and in China.


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 Melco China Resorts at the time of preparation, may prove to be incorrect. Readers are cautioned that actual future operating results and economic performance of Melco China Resorts 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, Melco China Resorts' 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 Melco China Resorts' ability to implement its business strategies, and to 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. Melco China Resorts uses forward-looking statements because it believes such statements provide useful information with respect to the operation and financial performance of Melco China Resorts, 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 Melco China Resorts 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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