Phoenix Media Investment : TERMINATION OF CONTINUING CONNECTED TRANSACTION

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PHOENIX MEDIA INVESTMENT (HOLDINGS) LIMITED

鳳 凰 衛 視 投 資 （ 控 股 ） 有 限 公 司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 02008)

TERMINATION OF CONTINUING CONNECTED TRANSACTION

This announcement is made by Phoenix Media Investment (Holdings) Limited (the "Company" and together with its subsidiaries, the "Group") pursuant to Rule 14A.35 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the "Listing Rules"). Reference is made to the announcement of the Company dated 29 April 2020 (the "Announcement") in relation to the continuing connected transactions under the trademark licence agreement dated 29 April 2020 (the "Trademark Licence Agreement"). Unless otherwise defined herein, capitalised terms used in this announcement shall have the same meanings as those defined in the Announcement.

TERMINATION OF CONTINUING CONNECTED TRANSACTION

On 29 April 2020, the Licensor (Beijing Huibo Advertisement and Media Company Limited*) entered into the Trademark Licence Agreement with the Licencee (Feng Xin Technology (Hai Kou) Group Limited*) for the grant of an exclusive licence to use Trademark Group 1 and a non-exclusive licence to use Trademark Group 2 in connection with the business operations of the Licencee's Group in the PRC and Hong Kong. The Trademark Licence Agreement is for a term of three years, commencing from 1 May 2020 to 30 April 2023.

Under the Trademark Licence Agreement, the Licensor shall have the right to terminate the Trademark Licence Agreement when the continuous use of Trademark Group 1 and Trademark Group 2 (collectively the "Trademarks") by the Licencee's Group is detrimental to the goodwill of the Group.

On 14 May 2021, the Licensor served a termination notice to the Licencee pursuant to the terms of the Trademark Licence Agreement to terminate the Trademark Licence Agreement with immediate effect. Upon the termination of the Trademark Licence Agreement, the parties will remain liable for all rights and obligations incurred prior to the termination of the Trademark Licence Agreement.

REASONS FOR TERMINATING THE TRADEMARK LICENCE AGREEMENT

The Group noticed certain negative reports in relation to the Licensee's Group in the media. The Group is of the view that the continued use of the Trademarks by the Licensee's Group may damage the goodwill of the Group.

IMPLICATIONS UNDER THE LISTING RULES

As at the date of this announcement, Mr. He Xin, the controlling shareholder of Phoenix Financial Group Limited, is the son-in-law of Mr. Liu Changle, who is the Chairman of the Board and a substantial shareholder of the Company, both Mr. He Xin, Phoenix Financial Group Limited and certain subsidiaries of Phoenix Financial Group Limited (including the Licencee) are connected persons of the Company under the Listing Rules, therefore the transactions under the Trademark Licence Agreement constitute continuing connected transactions of the Company under Chapter 14A of the Listing Rules. As the continuing connected transactions under the Trademark Licence Agreement were terminated, this announcement is made pursuant to Rule 14A.35 of the Listing Rules.

By Order of the Board

Phoenix Media Investment (Holdings) Limited

YEUNG Ka Keung

Company Secretary

Hong Kong, 14 May 2021

As at the date of this announcement, the board of directors of the Company comprises:

Executive Directors

Mr. LIU Changle (Chairman)(also an alternate director to Mr. CHUI Keung), Mr. CHUI Keung (also an alternate director to Mr. LIU Changle) and Mr. WANG Ji Yan (also an alternate director to Mr. LIU Changle and Mr. CHUI Keung)

Non-executive Directors

Mr. JIAN Qin, Mr. ZHANG Dong, Ms. WANG Haixia and Mr. SUN Qiang Chang

Independent Non-executive Directors

Mr. LEUNG Hok Lim, Mr. Thaddeus Thomas BECZAK, Mr. FANG Fenglei and Mr. HE Di

*For identification purpose only