Focus Media (FMCN) has entered into a definitive agreement to acquire 100% of Dotad Media Holdings, a mobile-phone advertising service provider in China.

Focus Media will acquire a 100% of the equity stake in Dotad for US$15 million in cash and up to US$15 million in the form of Focus Media ordinary shares (valued at US$50 per ADR, each of which represents 10 Focus Media ordinary shares) contingent upon Dotad's meeting certain earning targets in 2006 and 2007, for an aggregate potential payment of up to US$30 million.

All of the Focus Media ordinary shares in discussion will be in the form of new shares. The acquisition is subject to the usual regulatory requirements and customary closing conditions and is expected to close in the second quarter of 2006.

Headquartered in Beijing, Dotad owns and operates the largest WAP-based (Wireless Access Protocol based) advertisement delivery platform in China through China Mobile and China Unicom's mobile networks.

Dotad's WAP-based advertising delivery platform, Mbox, is capable of delivering over 12 million messages per day.

Since Dotad launched its WAP-based advertising delivery service in 2004, the company has taken about 80% of the WAP-based advertising delivery market in China, based on the traffic volume through Dotad's platform.

The company says all of the top 100 wireless value-added service providers in China are customers of Dotad. In addition, Dotad has developed a database of approximately 70 million WAP users, covering approximately 90% of all WAP users in China.

Focus Media will be working with Dotad to develop a unique mobile advertising service system for Chinese media buyers, leveraging Dotad's existing technology platform and experience in the mobile advertising market.

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