SINGAPORE PRESS HOLDINGS LIMITED

(Incorporated in the Republic of Singapore)

ANNOUNCEMENT

PROPOSED SUB-DIVISION AND CAPITAL REDUCTION

1. INTRODUCTION

The Board of Directors of Singapore Press Holdings Limited ("SPH" or the "Company")
wishes to announce the following exercises (the “Exercises”) to be undertaken by the
Company:

(a) a proposed sub-division (the “Sub-Division”) of each share of S$1 in the capital of
the Company into five shares of S$0.20 each in the capital of the Company (the
“Sub-Divided Shares”); and

(b) subject to and contingent upon the proposed Sub-Division taking effect, a proposed
capital reduction (the “Capital Reduction”) by cancelling 278,382,927 Sub-Divided
Shares representing approximately 15% of the issued share capital of the Company
(after the proposed Sub-Division), held by all shareholders in proportion to their
shareholding in the Company, and in conjunction with that, making a cash
distribution to such shareholders of S$3.82 for each Sub-Divided Share cancelled
pursuant to the Capital Reduction (which represents a price of S$19.10 per share so
cancelled if the Capital Reduction was effected prior to the Sub-Division).

The actual number of Sub-Divided Shares to be cancelled pursuant to the Capital Reduction
may be adjusted, based on the issued share capital of SPH as at a date to be determined by
Directors of the Company (the “Books Closure Date”).

2. THE EXERCISES

2.1 Sub-Division. The Company is proposing to sub-divide each share of S$1 into five Sub-
Divided Shares. The Company has an authorised share capital of S$1,000 million divided
into 990 million ordinary shares of S$1 each and 10 million management shares of S$1
each. Based on the issued share capital of the Company as at the date of this
Announcement, the Company has in issue 367.4 million ordinary shares of S$1 each and
3.8 million management shares of S$1 each.

If the Sub-Division is approved, the Company will have an authorised share capital of
S$1,000 million divided into 4,950 million ordinary shares of S$0.20 each and 50 million
management shares of S$0.20 each, and the Company will have in issue approximately
1,855.9 million shares of S$0.20 each (comprising approximately 1,837.1 million ordinary
shares of S$0.20 each and approximately 18.8 million management shares of S$0.20 each).
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2.2 Capital Reduction. Subject to and contingent upon the Sub-Division taking effect, the
Company is proposing to return to shareholders S$3.82 in cash for each Sub-Divided Share
held as at the Books Closure Date which is cancelled pursuant to the Capital Reduction.
Based on the issued share capital of the Company following the Sub-Division (of
approximately S$371.2 million comprising approximately 1,837.1 million ordinary shares of
S$0.20 each and approximately 18.8 million management shares of S$0.20 each) as at the
date of this Announcement:

(a) an aggregate amount of approximately S$1,063.4 million will be returned to

shareholders pursuant to the Capital Reduction; and

(b) approximately 278.4 million shares of S$0.20 each (comprising approximately 275.6
million ordinary shares of S$0.20 each and approximately 2.8 million management
shares of S$0.20 each) will be cancelled under the Capital Reduction.

2.3 Funds for the Capital Reduction. The Capital Reduction will be financed from the group’s
short-term investments, cash on deposit, and cash and bank balances, as well as from
short-term borrowings if the Directors so decide. As at 29 February 2004, the group had
approximately S$1,168.0 million of short-term investments, cash on deposit, and cash and
bank balances. The Directors are of the opinion that the cash distribution of a maximum sum
of S$1,085.7 million to be returned to shareholders pursuant to the Capital Reduction is in
excess of the needs of the group and that the financial resources available to the group and
SPH’s share capital base following the Capital Reduction will be sufficient for the
foreseeable near term operating and investment needs of the group.

2.4 Cash Distribution. The price of S$3.82 for each Sub-Divided Share so cancelled (which
represents a price of S$19.10 per share so cancelled if the Capital Reduction was effected
prior to the Sub-Division) is based on the volume weighted average trading prices of the
ordinary shares of the Company traded on the Singapore Exchange Securities Trading
Limited (“SGX-ST”) for the five market days from (and including) Tuesday 30 March 2004 to
(and including) Monday 5 April 2004, rounded upwards to the nearest 10 cents.

2.5 Illustration. The following illustrates the position of a shareholder who holds 1,000 ordinary
shares of S$1 each as at the Books Closure Date:

Shareholder with
1,000 ordinary shares
Position pre-Sub-Division and Capital Reduction
Shares currently held 1,000
% of the issued share capital of SPH held 0.00027

Position post Sub-Division and Capital Reduction

Sub-Division 5 for 1
Shares held post-Sub Division 5,000
Shares cancelled pursuant to Capital Reduction 750
Shares held post-Capital Reduction 4,250
% of the issued share capital of SPH held 0.00027

Cash proceeds received (S$) S$ 2,865

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In summary, shareholders will receive a cash distribution of S$2,865 for every 1,000
ordinary shares of S$1 each held, while maintaining the same proportionate shareholding in
SPH.

3. RATIONALE FOR THE EXERCISES

3.1 Sub-Division. SPH considers it desirable to provide an opportunity for smaller investors to
access an investment in the Company and participate in the ongoing success of SPH. As
such the Company is proposing the Sub-Division, which improves the accessibility of an
investment in SPH to smaller investors.

The Sub-Division will reduce the total dollar value of each board lot and as a result, may
facilitate greater participation by smaller investors and, potentially, greater flexibility for
existing smaller investors. The Company will retain trading of the ordinary shares in board
lots of 1,000 Sub-Divided Shares only following the Sub-Division. In addition, the Company
has obtained confirmation from the SGX-ST that the Sub-Divided Shares will trade in board
lots of 25 Sub-Divided Shares for a period of 4 weeks commencing from the date on which
the ordinary shares trade “ex” entitlement to the Exercises.

For illustration purposes, the current pre-transaction cost to a potential investor of investing
in one board lot of 1,000 ordinary shares of S$1 each would be S$19,100 (based on a price
of S$19.10 per ordinary share), compared to a total cost of S$3,820 (on a constant price
basis) following the Sub-Division.

3.2 Capital Reduction. The Company is proposing the Capital Reduction for the following
reasons:

3.2.1 Returning Surplus Capital to Shareholders

SPH has determined that, taking account of the reserves available to the Company
in the form of cash and investible funds and the ongoing cash flow generated by its
operating business, the current level of capital held by the Company is surplus to its
requirements. The level of capital return has been determined to allow the Company
to maintain sufficient capital reserves to support its business and to allow flexibility to
pursue appropriate business opportunities, should such opportunities arise in the
future.

The proposed Capital Reduction allows a substantial cash distribution to be made to

shareholders, while enabling each shareholder to maintain the same proportionate
shareholding in the Company.

3.2.2 Improved ROE

In managing the businesses of the group, management has constantly been striving
to improve the return on equity (“ROE”) of the group, thereby increasing
shareholders’ value. ROE, derived from the division of consolidated profit
attributable to shareholders by shareholders’ equity, measures the return on every
dollar of equity invested in the group. With the objective of improving the ROE of the
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group, the Directors have proposed to undertake the Capital Reduction to return
cash of S$3.82 per Sub-Divided Share to the shareholders, based on Sub-Divided
Shares held as at the Books Closure Date cancelled pursuant to the Capital
Reduction.

Based on the consolidated profit attributable to shareholders for the financial year
ended 31 August 2003 and the shareholders’ interests as at 31 August 2003,
adjusted for share options exercised between 1 September 2003 and 5 April 2004
and the management shares of S$1 each issued consequent to the said exercise of
share options, the Capital Reduction is expected to increase the ROE (on a
proforma basis) of the group from 16.7% to 30.1%.

3.2.3 Improving EPS

SPH is committed to increasing earnings attributable to each shareholder (the

earnings per share or EPS). The proposed Capital Reduction results in a significant
improvement in the Company’s EPS.

On a pro forma basis for the financial year ended 31 August 20031 , the EPS
improvement is 15.0%. Excluding exceptional items, the EPS improvement is 7.1%.

3.2.4 Utilisation of Tax Franking Credits

Companies in Singapore have been given a deadline to utilise their respective tax
franking credits accumulated up to 31 December 2002 under Section 44 of the
Income Tax Act by 31 December 2007, after which the remaining unutilised tax
franking credits will be forfeited.

As at 29 February 2004, SPH has a tax franking credits balance of approximately

S$419.6 million. The Company will utilise a maximum of S$255.8 million of its tax
franking credits for the payment of a maximum of S$1,085.7 million for the cash
distribution.

4. FINANCIAL EFFECTS OF THE EXERCISES

For illustrative purposes only, based on the existing issued share capital of the Company as
at 31 August 2003, adjusted for SPH options exercised between 1 September 2003 and
5 April 2004 and the management shares of S$1 each issued consequent to the said
exercise of SPH options:

(a) assuming that the Sub-Division had been implemented on 1 September 2002, the
audited consolidated earnings for the period ended 31 August 2003 would have
been S$0.20 per Sub-Divided Share instead of S$1.02 per share of S$1 and the

1
Based on the consolidated profit attributable to shareholders for the financial year ended 31 August 2003 and the
number of shares as at 31 August 2003, adjusted for (i) share options exercised between 1 September 2003 and 5 April
2004 and the management shares of S$1 each issued consequent to the said exercise of share options, and (ii) interest
income (on the aggregate cash distribution to be paid by the Company pursuant to the Capital Reduction less an
assumed short-term borrowing of S$250 million) the Company would have foregone and finance costs incurred on the
assumed short-term borrowing of S$250 million, had the Exercises been completed on 1 September 2002.
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audited consolidated net tangible asset backing as at 31 August 2003 would have
been S$1.22 per Sub-Divided Share instead of S$6.12 per share of S$1; and

(b) assuming that the Capital Reduction had been implemented on 1 September 2002
and adjusted for the interest income (on the aggregate cash distribution to be paid
by the Company pursuant to the Capital Reduction less an assumed short-term
borrowing of S$250 million) the Company would have foregone and finance costs
incurred on the assumed short-term borrowing of S$250 million, the proforma
consolidated earnings per Sub-Divided Share for the period ended 31 August 2003
would have been S$0.23 instead of S$0.20, the proforma consolidated net tangible
asset backing per Sub-Divided Share as at 31 August 2003 would have been
S$0.75 instead of S$1.22 and the gearing of the group as at 31 August 2003 would
have been 0.88 times instead of 0.35 times.

5. APPROVALS

5.1 Conditions. The Exercises are subject to, inter alia:

(a) the approval of the shareholders by way of a special resolution for the Sub-Division
and the Capital Reduction at an extraordinary general meeting of shareholders
(“EGM”) to be convened;

(b) the approval of the High Court of Singapore for the Sub-Division and the Capital
Reduction; and

(c) all other relevant approvals and consents being obtained.

5.2 SGX-ST. An application has been made by the Company to obtain the SGX-ST’s approval
for the Exercises.

5.3 Order of Court. A copy of the Order of Court approving the Sub-Division and the Capital
Reduction will subsequently be lodged with the Registrar of Companies and Businesses of
Singapore.

5.4 Payment Date. On the lodgement of the office copy of the Order of Court confirming the
Sub-Division and the Capital Reduction with the Registrar of Companies and Businesses of
Singapore, the special resolution for the Sub-Division and the Capital Reduction shall take
effect, and the cash distribution of S$3.82 per Sub-Divided Share will be made thereafter.
Subject to the above conditions being satisfied, it is currently expected that the amounts
arising from the Capital Reduction will be paid to shareholders by 24 June 2004.

6. GENERAL

A circular containing further details of the Exercises and convening the EGM for the purpose
of seeking shareholders’ approval will be despatched to shareholders in due course.
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BY ORDER OF THE BOARD

Ginney Lim May Ling

Khor Siew Kim
Company Secretaries

Singapore,
6 April 2004