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AAC Technologies Holdings Inc. Capital/Financing Update 2005

Aug 15, 2005

50345_rns_2005-08-15_4aeae6d9-21e7-419f-98a3-f612d273b6dc.pdf

Capital/Financing Update

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The information contained herein does not constitute an offer of securities for sale in the United States. Securities may not be offered or sold in the United States unless they are registered under applicable law or exempt from registration. No public offering of securities will be made in the United States. This announcement is for information only and does not constitute an invitation or offer to acquire, purchase or subscribe for securities.

The Stock Exchange of Hong Kong Limited (the “Stock Exchange”) takes no responsibility for the contents of this announcement, makes no representation as to its accuracy or completeness and expressly disclaims any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

Unless otherwise defined herein, terms defined in the prospectus dated July 28, 2005 (the “Prospectus”) issued by AAC Acoustic Technologies Holdings Inc. (the “Company”) shall have the same meanings when used in this announcement.

AAC Acoustic Technologies Holdings Inc.

(incorporated in the Cayman Islands with limited liability)

(Stock Code: 2018)

ANNOUNCEMENT EXERCISE OF OVER-ALLOTMENT OPTION

The Board would like to announce that CSFB, as Global Coordinator and acting on behalf of the International Underwriters, exercised the Over-allotment Option in full on August 15, 2005 to require the Selling Shareholders to sell an aggregate of 46,800,000 Shares, representing 15% of the Offer Shares initially available under the Global Offering, at the Offer Price of HK$2.73 per Share to cover over-allocations in the International Offering.

The Board would like to announce that CSFB, as Global Coordinator and acting on behalf of the International Underwriters, exercised the Over-allotment Option in full on August 15, 2005 to require the Selling Shareholders to sell an aggregate of 46,800,000 Shares (the “Over-allotment Shares”), representing 15% of the Offer Shares initially available under the Global Offering, at the Offer Price of HK$2.73 per Share to cover over-allocations in the International Offering. Listing of and permission to deal in the Over-allotment Shares have already been granted by the Listing Committee of the Hong Kong Stock Exchange.

The net proceeds to the Selling Shareholders from the sale of the Over-allotment Shares upon the exercise of the Over-allotment Option in full will be approximately HK$123.9 million after deducting the expenses (comprising principally of the underwriting commission, the Hong Kong Stock Exchange trading fee, the SFC transaction levy and the investor compensation levy). The Company will not receive any proceeds from the sale of the Over-allotment Shares by the Selling Shareholders under the Over-allotment Option.

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The shareholding structure of the Company before and immediately after the sale of the Over-allotment Shares is as follows:

ShareholdersThe FoundersOther existing shareholdersPublic ShareholdersTotal Before the sale of theImmediately after the sale of theOver-allotment Shares1Over-allotment Shares1ApproximateApproximateNumber of% of issuedNumber of% of issuedSharesshare capitalSharesshare capital714,955,210257.29%710,355,62956.92%221,044,79017.71%178,844,37114.33%312,000,00025.00%358,800,00028.75%1,248,000,000100.00%1,248,000,000100.00% Before the sale of theImmediately after the sale of theOver-allotment Shares1Over-allotment Shares1ApproximateApproximateNumber of% of issuedNumber of% of issuedSharesshare capitalSharesshare capital714,955,210257.29%710,355,62956.92%221,044,79017.71%178,844,37114.33%312,000,00025.00%358,800,00028.75%1,248,000,000100.00%1,248,000,000100.00%
100.00%
  • Note 1: including both beneficial and deemed interests which will have to be notified to the Company and the Stock Exchange pursuant to Divisions 7 and 8 of Part XV of the Securities and Futures Ordinance.

  • Note 2: including the 46,800,000 Shares lent by Ms. Wu to CSFB pursuant to the Stock Borrowing Agreement dated July 27, 2005

By order of the Board AAC Acoustic Technologies Holdings Inc. Koh Boon Hwee Chairman

Hong Kong, August 15, 2005

As at the date of this announcement, the Board of Directors of the Company comprises an executive director, Mr. Benjamin Zhengmin Pan; three non-executive directors, Ms. Ingrid Chunyuan Wu, Mr. Yang Dong Shao and Dr. Thomas Kalon Ng, and three independent non-executive directors, Mr. Koh Boon Hwee, Dr. Dick Mei Chang and Mr. Mok Joe Kuen Richard.

Please also refer to the published version of this announcement in SCMP-Business.

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