[Execution Copy SECOND AMENDMENT TO MERGER AGREEMENT AND PLAN OF REORGANIZATION SECOND AMENDMENT TO MERGER AGREEMENT AND PLAN OF REORGANIZATION Amendment th TBO” Parent” Merger Sub” This Recitals WHEREAS, Agreement WHEREAS Agreement NOW, THEREFORE, Section 1.1 The following definitions set forth in TBO Preferred Stock “‘ Section 1.1 The following definitions shall be added to the list of definitions set] [TIGER MEDIA, INC. Room 1705, 511 Weihai Road Jing An District, Shanghai, China 200041 Notice of Special Meeting of Ordinary Shareholders to be held March 17, 2015 TO THE ORDINARY SHAREHOLDERS OF TIGER MEDIA, INC.: NOTICE IS HEREBY GIVEN that a special meeting of Tiger Media, Inc., an exempted company incorporated with limited liability in the Cayman Islands, which we] [YOUR VOTE IS IMPORTANT. PLEASE VOTE TODAY. Vote by Internet – QUICK ê ê ê EASY ê ê ê IMMEDIATE 24 Hours a Day, 7 Days a Week or Vote by Mail TIGER MEDIA, INC. As a shareholder of Tiger Media, Inc., you have the option of voting your shares electronically through the Internet, eliminating the need to return the] [Entry into a Material Definitive Agreement The Second Amendment provides for the following: • that of the approximately 8.3 million shares of common stock of TBO (“TBO Common Stock”) held by five TBO shareholders, which shares were previously convertible into and exchangeable for the right to receive 0.750089 shares of common stock of Tiger Media (“Company Common Stock”): • approximately]