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Published on 3/30/2005 in the Prospect News PIPE Daily.

New Issue: Tengtu wraps $3.9 million private placement of preferreds

By Sheri Kasprzak

Atlanta, March 30 - Tengtu International Corp. has completed a private placement for $3,906,117.

The company sold 1,877,943 units at $2.08 each to Robert Bugbee, Robert and Claircine Fraser, John Cookson, Bruce Smith, Damel Partners LP, Peter Brennan, Pinetree Inc., Michael Weiss, C&A Investments, Peter Siris, Guerilla Partners IRA, Guerilla Partners LP, Tracemore LLC, Greatrek Trust SA, William Fagan, Gotham Asset Management Master Fund LP and Orion Capital Inc.

Each unit includes one share of series A convertible cumulative preferred stock, redeemable warrants for 10 shares at $0.40 each for three years and redeemable warrants for five shares at $0.60 each for three years.

Each preferred share pays annual dividends of 8% and is convertible into 10 common shares at $0.208 each.

Based in Toronto, Tengtu produces education software and distance learning products in China. The proceeds will be used to retire outstanding liabilities and for working capital.

Issuer:Tengtu International Corp.
Issue:Units of one series A cumulative convertible preferred share and 15 warrants
Amount:$3,906,117
Units:1,877,943
Price:$2.08
Dividends:8%
Conversion price:$0.208
Conversion ratio:Into 10 common shares for each preferred
Warrants:15 warrants per unit
Warrant expiration:Three years
Warrant strike price:$0.40 each for 10 warrants per unit, $0.60 each for five warrants per unit
Investors:Robert Bugbee, Robert and Claircine Fraser, John Cookson, Bruce Smith, Damel Partners LP, Peter Brennan, Pinetree Inc., Michael Weiss, C&A Investments, Peter Siris, Guerilla Partners IRA, Guerilla Partners LP, Tracemore LLC, Greatrek Trust SA, William Fagan, Gotham Asset Management Master Fund LP and Orion Capital Inc.
Settlement date:March 24
Stock price:$0.20 at close March 24

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