QUEENCO LEISURE : Re Agreement between QLI and Club Hotel

01 July 2014

                      Agreement between QLI and Club Hotel

Queenco Leisure International Ltd. (the "Company"), the emerging markets
entertainment center and casino developer and operator, today announces that on
30 June, 2014 it entered into a comprehensive settlement agreement (the
"Agreement") with Club Hotel Investments (C.H.) Ltd. ("Club Hotel"), which
settles the parties' disputes. The Agreement principally provides for the sale
of the entire assets of the Group's Corporations (as defined below), for the
distribution of the sales' consideration among the shareholders of such
corporations and for the regulation of the joint control and management of
their operations, which will allow the Group's Corporations to recover, for the
purpose and until such sales.

Background

The Company and Club Hotel (the "Parties") hold, directly and indirectly,
through a chain of Israeli and foreign companies (the "Group's Corporations")
various operations, shares, assets and rights, which include, among others:

(a) a hotel and casino in Loutraki, Greece and a casino in Belgrade, Serbia -
the "CHL's Operations"(1);

(b) a land parcel of approximately 50 hectares (approximately 480 acres) in
Sihanoukville, Cambodia, which is indirectly owned by Agastia (as defined
below)(the "Cambodian Land");

(c) cash and cash equivalents in an amount of approximately EUR 8 million, held
by Powerbrook Spain SL ("PBS") and Agastia Holdings Ltd. ("Agastia"), two of
the Group's Corporations;

(d) a put option granted to Vasanta Holdings Ltd. ("Vasanta"), one of the
Group's Corporations, by Casino Austria(2) according to an August 31, 2008
document, which was exercised by Vasanta, and which is under dispute between
Casino Austria and Vasanta (the "Casino Austria Option").

Certain disputes arose between the Parties and/or their related entities (as
reflected, among other things, by various claims filed by the Parties against
each other), which prevented the Company during the past few years from
exercising its rights in, and fulfill the full potential of, the above assets.

Set forth below are the principal terms of the Agreement:

 1. Regulation of the control and management mechanisms in a manner that will
    allow the improvement and sale of the assets

In order to regulate the joint control and management of the Group's
Corporations in a manner that will allow the improvement and sale of the assets
of the Group's Corporations, the Parties undertook to amend the articles of
associations of Vasanta, Dasharta and Agastia, and to regulate the composition
of the board of directors of the Group's Corporations, such that in addition to
an identical number of directors who shall be recommended by each of the
Parties, there shall be appointed, through a committee appointed by the
Parties, an administrator (the "Administrator"), an individual, who shall serve
as a director in some of the Group's Corporations, thus allowing these
corporations to adopt resolutions in the event that the representatives of each
of the Parties are deadlocked. In addition, and as described below, the
administrator shall serve as a trustee for the sale of the assets of the
Group's Corporations.

 2. Sale of the Cambodian Land

 1. Agastia has irrevocably resolved to sell the Cambodian Land, immediately
    following the execution of the Agreement and to the best bidder, provided
    it is a third party unrelated to either of the Parties, directly or
    indirectly.

 2. As soon as possible after its appointment, the Administrator shall be
    irrevocably appointed as a sale trustee, to act in the name of Agastia as
    its sole and only representative for the purpose of selling the Cambodian
    Land. It is clarified that any proposal received by the Administrator shall
    be brought for a discussion and approval before the Agastia's board of
    directors so that the Administrator shall not be able to bind the parties
    in a sales agreement or in granting any right to a third party.

 3. Settlement concerning the Casino Austria Option

Mr. Moshe Bublil has been appointed, in the name of Vasanta, to advance the
settlement negotiations with Casino Austria concerning the Casino Austria
Option. In any event, a settlement proposal shall be brought for the approval
of Vasanta's board of directors. The current arbitration proceedings between
Vasanta and Casino Austria shall continue simultaneously, without delay, unless
Vasanta shall resolve otherwise.

 4. Sale of the CHL Operations

4.1 Not later than the lapse of 15 months from the date of the Agreement, CHL
Operations shall be put up for sale to the best bidder, provided it is a third
party unrelated to either of the Parties, directly or indirectly, through the
Administrator, who shall serve as a sale trustee. Until then, the Parties
intend to act through a joint management for the improvement of the CHL
Operations.

4.2 Any offer received by the Administrator shall be brought for the discussion
and approval of the relevant board of directors so that the Administrator shall
not be able to solely bind the Parties in a sales agreement or in granting any
right to a third party.

 5. Loans, Assignments and Payments

5.1 PBS has resolved to loan to the CHL Operations an amount of Euro 6.8
million, of which Euro 3.8 million shall be extended immediately and Euro 3
million shall be extended until 10 July 2014. This loan is subject to the
approval of CHL's board of directors and the Parties estimate that it shall be
secured by collateral. The Company estimates the CHL Operations shall require
additional funding during the next few months. Until the sale of the CHL
Operations, the Parties interest to cooperate in improving the CHL Operations
and finding funding sources therefor.

5.2 The Company shall transfer 4% of the share capital of Dasharta Holdings
Ltd. ("Dasharta") to Club Hotel and shall irrevocably assign to Club Hotel
loans extended by it to Agastia and capital notes of Agastia in such amounts
that shall result in Agastia's owing to each of the Parties identical amounts
of shareholders loans and capital notes.

5.3 In consideration thereof, Club Hotel shall pay to the Company an amount of
$2.8 million, as follows:

5.3.1 $2.2 million shall be immediately paid to the Company;

5.3.2 $0.5 million shall be paid to the Company until 30 October 2014;

5.3.3 $0.16 million shall be paid to the Company until 31 December 2014.

5.4 As a final and sole payment in respect of the claims to receive money from
the Group's Corporations by the Company and any person on its behalf, Agastia
has resolved to pay the Company $1 million, of which $0.2 million were paid
prior to the execution of the Agreement.

 6. Termination of Pending Legal Proceedings

On the date of the Agreement, petitions to terminate all the pending legal
proceeding between the Parties and/or to accept the Agreement as a ruling of
the court, as the case may be, were executed (except a libel lawsuit filed by
(Y.Z.) Queenco Ltd. ("Y.Z.")).

 7. Securities of Y.Z. and the Company

As long as Mr. Moshe Bublil and any corporation under his control (and in this
respect "control" means the holding of at least 20% of the voting rights of
such corporation), hold any kind of securities of Y.Z. or the Company, which
were issued and listed for trading on a Stock Exchange in Israel or outside of
Israel, including on the London Stock Exchange, no direct or indirect use of
their voting rights shall be made, and such voting rights shall not be
transferred or assigned, including by way of granting a proxy to vote such
shares; and no additional securities of Y.Z. or the Company shall be purchased
or received for any consideration or for no consideration, whether directly or
indirectly.

Queenco Leisure International Ltd.

For further information about the Company please visit www.queenco.com or
contact:

Queenco Leisure International Ltd.
Yariv Lerner, Chief Executive Officer           T: [phone]






(1) Through Club Hotel Loutraki S.A. ("CHL") and Anonymos Touoristiki Eteria Casino
Loutrakiou, a Greek corporations.

(2) "Casino Austria" means either or both of Casinos Austria Greece GmbH and
Casinos Austria International Holdings GmbH, an Austrian corporations.







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