euro adhoc: Fortune Management Inc. / Restructuring & Recapitalisations / Fortune Management Inc. signed a binding Restructuring Agreement with the majority of the Bond- and Loan-Note-Holders (E)

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Disclosure announcement transmitted by euro adhoc. The issuer is responsible
for the content of this announcement.
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22.07.2008

Zug/Switzerland, 22 July 2008 - FORTUNE Management Inc. (General Standard, ISIN
USU026281027; SIN: A0BLYY) announces that it has signed a binding Restructuring
Agreement with Bondholders and Loan Noteholders representing the majority of the
Partial Bonds and Loan Notes which sets forth certain terms of an agreed
restructuring of the Fortune Management Group ("FMI"). As already envisaged by
the non-binding term sheet that had previously been entered into by the parties
to the Restructuring Agreement (see Ad-hoc notice of FMI on 17 June 2008) Bonds
and Loan Notes with a face value of EUR 103 m will be exchanged by the
Bondholders and Noteholders for a beneficial interest in a restructuring trust
under the governance of representatives of the Bondholders and Noteholders.

The Restructuring Agreement includes all the key elements of the restructuring
plan contemplated by the term sheet of 17 June 2008. Upon implementation of the
Restructuring Agreement the restructuring trust will hold certain assets for the
sole benefit of former Bondholders and Noteholders. The trust together with the
new management of GATE will hold all shares of the GATE Renewable Energy group
GATE, which will turned around under the leadership of Alvarez & Marsal, a
leading global turnaround management firm. The trust will further hold 100% of
FMI´s wealth management operation or any net sales proceeds from a sale of
this division. In addition, FMI will issue to the trust a EUR 45 m bond, EUR 5 m
issue value preferred shares and 40 m of common shares of FMI. The new debt will
have a term of 10 years and will accrue interest until cash flow allows. All
proceeds flowing into the trust will be paid to the Bondholders and the
Noteholders in a pre-agreed ratio. Any current Bondholder or Noteholder that
still holds warrants issued in conjunction with the Bonds or the Notes will
receive the underlying number of shares of common stock. Upon implementation
of the Restructuring Agreement representatives of the Bondholders and
Noteholders will join the Board of Directors of the company and form a new
Executive Committee.

All other Bondholders will be offered the right to accede to the Restructuring
Agreement within a short period of time and become beneficiaries of the trust.
FMI will shortly notify of a Bondholders´ Meeting, in which it will be proposed
to resolve with the support of the vast majority of the Bonds that any Bonds
outstanding will lose certain rights, including the right to claim repayment of
the Bond for a period of three years following the resolution without any
interest owed for such period.

The implementation of the Restructuring Agreement is subject to certain closing
conditions, which FMI is in the process of preparing and which FMI expects to be
met. However, there is no certainty these conditions can be met.

After the completion of the restructuring FMI will retain its Private Equity
Management division whose main asset being currently the interest held in
Fortune Super Equity Management L.L.C. in the United Arab Emirates.

End of Ad Hoc

Profile of FORTUNE Management Inc.: FORTUNE Management Inc., Zug/Switzerland, is
a publicly listed private equity firm. The company´s shares (ISIN: USU
026281027) are listed in the General Standard segment of Frankfurt Stock
Exchange (symbol: FMI1) and on the DIFX in Dubai

Further inquiry note:
Contact:
FORTUNE Management Inc.
Phone +49 69 9441 8069
IR@fortune-management.com
Bahnhofstrasse 10
P.O. Box 324
CH-6301 Zug

end of announcement euro adhoc
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emitter: Fortune Management Inc.
Bahnhofstr. 10
CH-6301 Zug
phone: +41 (41) 7271040
FAX: +41 (41) 7271041
mail: office@fortune-management.com
WWW: http://www.fortune-management.com
sector: Financial & Business Services
ISIN: USU026281027
indexes:
stockmarkets: free trade: Börse Berlin, Börse Stuttgart, Börse Düsseldorf,
regulated dealing/general standard: Börse Frankfurt
language: English

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