Notice Relating to Acquisition of Stellar Mega Media Group

Notice Relating to Acquisition of Stellar Mega Media Group

April 06, 2006

    LOS ANGELES, April 6 /Xinhua-PRNewswire/ -- This Notice
is published on April 6, 2006 reference to the
"Conditional Stock Purchase Agreement" dated
February 25, 2006 between Mr. Qin Hui of Strategic Media
International Limited (SMI) as "Seller" and
Starwin Media Holdings Inc. (OTC: SWMD) The
"Buyer" in a transaction which Starwin Media
Holdings Inc. acquired 70% of Strategic Media International
Limited, the single majority shareholder with controlling
interest of SMI International (HK. 0198), Stellar
Publishing (HK. 8010) and M Channel (HK. 8036), and to
further acquire 26.61% shares of Stellar Mega Union 

    (SZ. 000892), 88% shares of Stellar Mega Media Group,
60% shares of Stellar Digital, 60% shares of Feiteng
Production and 70% shares of Instec Tec., etc. 

    Under the terms and conditions in Section 1.4 of the
Agreement, Mr. Qin Hui has agreed to surrender the
management rights to Starwin Media Holdings Inc., and the
present directors of Stellar Mega Union and its
subsidiaries including the group of companies shall resign
and surrender office to Starwin Media Holdings Inc. with
board controlling interests. 

    Upon effective takeover of the management, and after
admission of majority nominated board members by Starwin
Media Holdings Inc, Starwin shall negotiate with creditor
banks (Creditors) on its outstanding loans owing the
creditor banks for an agreeable and acceptable settlement
agreement between Starwin Media Holdings Inc and the
creditor banks.

    Creditor Banks or Creditors related to the above
companies, please immediately notify Starwin Media Holdings
Inc. by telephone, fax or email.

    For more information, please contact:

     Starwin Media Holdings Inc.
     1000 Wilshire Blvd, Suite 401
     Los Angeles, CA 90017
     Tel:   [phone]
     Fax:   [phone]
     Email: [e-mail]

SOURCE  Starwin Media Holdings Inc.