AAC Technologies Holdings Inc. — Capital/Financing Update 2005

Jul 28, 2005

This announcement is for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for securities. This announcement is not, and is not intended to be, an offer of securities of AAC Acoustic Technologies Holdings Inc. (the “Company”) for sale in the United States. Securities of the Company may not be offered or sold in the United States absent registration or an exemption from registration under the United States Securities Act of 1933, as amended. There is not and is not currently intended to be any public offer of the Company’s securities in the United States.

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

In connection with the Global Offering, Credit Suisse First Boston (Hong Kong) Limited (“CSFB”), as stabilizing manager, or any person acting for it, on behalf of the International Underwriters may overallocate or effect transactions with a view to supporting the market price of the Shares at a level higher than that which might otherwise prevail in the open market for a limited period after the commencement of trading in the Shares. However, there is no obligation on CSFB or any person acting for it to conduct any such stabilizing action. Such stabilization may be effected in all jurisdictions where it is permissible to do so, in each case in compliance with all applicable laws and regulatory requirements, including the Securities and Futures (Price Stabilizing) Rules made under the Securities and Futures Ordinance. Such stabilization, if commenced, will be conducted at the absolute discretion of the stabilizing manager or any person acting for it and may be discontinued at any time, and must be brought to an end after a limited period. The details of the intended stabilization and how it will be regulated under the Securities and Futures Ordinance are contained in the Prospectus. The number of Shares being offered in the Global Offering may be increased by up to an aggregate of 46,800,000 Shares through the exercise of the Over-allotment Option granted to the International Underwriters by the Selling Shareholders, exercisable by CSFB on behalf of the International Underwriters to, amongst other things, cover over-allocations (if any) in the International Offering, which option is exercisable at any time from the day on which trading of the Shares commences on the Stock Exchange until 30 days after the last day for lodging applications under the Public Offer. In the event that such Overallotment Option is exercised, a press announcement will be made.

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Unless otherwise defined in this announcement, terms defined in the prospectus of the Company dated July 28, 2005 (the “Prospectus”) have the same meanings when used in this announcement.

AAC ACOUSTIC TECHNOLOGIES HOLDINGS INC.

(incorporated in the Cayman Islands with limited liability)

GLOBAL OFFERING

• Number of Shares under the : 312,000,000 (comprising 274,560,000 Global Offering Shares offered by the Company and 37,440,000 Sale Shares, subject to adjustment and the Over-allotment Option)

• Number of Public Offer Shares : 31,200,000 (subject to adjustment) Number of International : 280,800,000 (subject to adjustment and Offer Shares the Over-allotment Option)

• Maximum Offer Price : HK$2.82 per Share (payable in full on application in Hong Kong dollars, subject to refund on final pricing), plus brokerage of 1%, SFC transaction levy of 0.005%, investor compensation levy of 0.002%, and Stock Exchange trading fee of 0.005%

• Nominal value : US$0.01 per Share Stock code : 2018

Global Coordinator, Bookrunner, Sponsor and Lead Manager

CREDIT SUISSE FIRST BOSTON (HONG KONG) LIMITED

Application has been made to the Listing Committee of the Stock Exchange for the granting of the listing of, and permission to deal in, the Shares offered in the Global Offering (including any additional Shares to be sold by the Selling Shareholders pursuant to the exercise of the Over-allotment Option, as described in the Prospectus). Dealings in the Shares on the Stock Exchange are expected to commence on Tuesday, August 9, 2005. Applications for the Public Offer Shares will only be considered on the basis of the terms and conditions set out in the Prospectus and in the prescribed white or yellow Application Forms. It should be noted that multiple applications or suspected multiple applications or any application for more than 15,600,000 Shares, being 50 per cent. of the Shares initially comprised in the Public Offer, will be rejected. Only one application on a white or yellow Application Form or by way of giving electronic application instructions to HKSCC may be made for the benefit of any person. Applicants for any Shares under the Public Offer are required to undertake and confirm that they or the relevant beneficial owner(s) have not applied for or taken up or indicated an interest for, and will not apply for or take up, or indicate an interest for, any other Shares under the International Offering. Subject to the granting of the listing of, and permission to deal in, the Shares on the Stock Exchange as well as compliance with the stock admission requirements of

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HKSCC, the Shares will be accepted as eligible securities by HKSCC for deposit, clearance and settlement in CCASS with effect from the commencement date of dealings in the Shares on the Stock Exchange or such other date as determined by HKSCC. All activities under CCASS are subject to the General Rules of CCASS and CCASS Operational Procedures in effect from time to time.

The Company is initially offering 31,200,000 Shares for subscription by the public in Hong Kong at the Offer Price, representing approximately 10% of the total number of Shares initially available under the Global Offering. The International Offering of initially 280,800,000 Shares with professional and institutional investors and other investors anticipated to have a sizeable demand for the International Offering Shares in Hong Kong and other jurisdictions outside the United States in offshore transactions in reliance on Regulation S under the US Securities Act (as amended from time to time) and in the United States with qualified institutional buyers in reliance on Rule 144A under the US Securities Act (as amended from time to time). The Selling Shareholders have granted to the International Underwriters the Over-allotment Option which is exercisable by the Global Coordinator, on behalf of the International Underwriters, up to 30 days after the last day for lodging applications under the Public Offer, to require the Selling Shareholders to sell an aggregate of up to 46,800,000 additional Shares to cover over-allocations in the International Offering (if any). In the event that the Over-allotment Option is exercised, the Company will issue a separate announcement.

Acceptance of all applications for the Shares pursuant to the Public Offer is conditional on the conditions as stated in the section entitled “Conditions of the Public Offer” in the section headed “Structure of the Global Offering” in the Prospectus. The Offer Price is expected to be fixed by agreement between CSFB, on behalf of the Underwriters and the Company on or around Wednesday, August 3, 2005 and, in any event, not later than Thursday, August 4, 2005. Investors applying for Shares under the Public Offer must pay, on application, the maximum offer price of HK$2.82 for each Share together with a brokerage of 1%, SFC transaction levy of 0.005%, investor compensation levy of 0.002% and Stock Exchange trading fee of 0.005%. CSFB, on behalf of the Underwriters, may with the consent of the Company reduce the number of Offer Shares and/or the indicative offer price range below that stated in the Prospectus (which is HK$2.38 to HK$2.82 per Share) at any time on or prior to the morning of the last day for lodging applications under the Public Offer. In such a case, notices of the reduction in number of Offer Shares and/or the indicative offer price range will be published in the South China Morning Post (in English) and the Hong Kong Economic Times (in Chinese) not later than the morning of the day which is the last day for lodging applications under the Public Offer. If applications for the Shares have been submitted prior to the day which is the last day for lodging applications under the Public Offer, then even if the number of Offer Shares and/or the Offer Price range is so reduced, such applications cannot be subsequently withdrawn. If, for any reason, the Offer Price is not agreed between the Company and CSFB, the Global Offering (including the Public Offer) will not proceed.

If the Global Offering does not become unconditional on or before the dates and times specified in the Prospectus, all application monies received from applicants under the Public Offer will be refunded, without interest, on the terms set out under the paragraph headed “Refund of Your Money” in the section entitled “How to apply for Shares in the Public Offer” in the Prospectus. Refund will be made in respect of wholly or partially successful applications in the event that the final Offer Price is less than the offer price per Share initially paid and in respect of wholly or partially unsuccessful applications. Refund monies (if any) for applicants applying by giving electronic application instructions to HKSCC is expected to be credited to the designated bank accounts of the relevant CCASS Participants on Monday, August 8, 2005. Applicants for 500,000 Shares or more and who have elected on their Application Forms to collect their refund cheques and/ or Share certificates (as relevant) in person may do so from the Company’s Hong Kong branch Share Registrar, Computershare Hong Kong Investor Services Limited, Shops 1712-16, 17th Floor, Hopewell Centre, 183 Queen’s Road East, Wan Chai, Hong Kong from 9:00 a.m. to 12:00 noon on Monday, August 8, 2005. Applicants being individuals must not authorize any other person to make collection on their behalf. You must show identification documents (which must be acceptable to Computershare Hong Kong Investor Services Limited to collect your (where applicable) refund cheque(s) and/or (where applicable) Share certificate(s). Applicants being corporations must attend by their authorized representatives each bearing a letter of

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authorization from such corporation stamped with the corporation’s chop. Both individuals and authorized representatives (if applicable) must produce at the time of collection evidence of identity acceptable to Computershare Hong Kong Investor Services Limited. Uncollected Share certificates and/or refund cheques will be despatched promptly thereafter by ordinary post at the applicants’ own risk to the addresses specified in the relevant Application Forms. For enquires, please call the hotline of Computershare Hong Kong Investor Services Limited at (852)-2862 8555. Share certificates will only become valid certificates of title provided that, no later than 8:00 a.m. on Tuesday, August 9, 2005, the Public Offer has become unconditional in all respects and the right of termination described in the section entitled “Underwriting – Grounds for Termination” has not been exercised.

In relation to applicants who have applied for less than 500,000 Shares, or applicants who have applied for 500,000 Shares or more but have not elected to collect their (where applicable) refund cheque(s) and/or (where applicable) Share certificate(s) in person, their refund cheque(s) (where applicable) and/or Share certificate(s) (where applicable) will be sent by ordinary post at the applicants’ own risk to the addresses specified in the relevant Application Forms. Applicants who would like to be allotted Shares in their own names should complete and sign the white Application Forms. Applicants who would like to have the allotted Shares issued in the name of HKSCC Nominees Limited and deposited directly into CCASS for credit to their CCASS Investor Participant stock accounts or the stock accounts of their designated CCASS Participants should either (i) complete and sign the yellow Application Forms, copies of which, together with the Prospectus, may be obtained during normal business hours from 9:00 a.m. on Thursday, July 28, 2005 until 12:00 noon on Tuesday, August 2, 2005 at the Depository Counter of HKSCC at 2/F., Vicwood Plaza, 199 Des Voeux Road Central, Hong Kong or the Customer Service Centre of HKSCC at Upper Ground Floor, V-Heun Building, 128-140 Queen’s Road Central, Hong Kong, or (ii) give electronic application instructions to HKSCC via CCASS.

Copies of the Prospectus, together with the white Application Forms, may be obtained during normal business hours in the same period from:

Credit Suisse First Boston (Hong Kong) Limited 45/F

Two Exchange Square 8 Connaught Place

Central

Hong Kong

or

BCOM Securities Company Limited Platinum Securities Company Limited Room 201-202, Far East Consortium Building, 22/F, Standard Chartered Bank Building 121 Des Voeux Road Central, 4 Des Voeux Road Central Hong Kong Hong Kong

ICEA Capital Limited

Kingsway Financial Services Group Limited

42/F, Jardine House, 5/F, Hutchison House, 1 Connaught Place, Central, 10 Harcourt Road, Central, Hong Kong Hong Kong

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or any of the following branches of The Hongkong and Shanghai Banking Corporation Limited:

Hong Kong Island:	Hong Kong Main Branch	Level 3, 1 Queen’s Road, Central
	Aberdeen Centre Branch	Shop 2, G/F, Site 1, Aberdeen Centre,
		Aberdeen
	Cityplaza Branch	Unit 065, Cityplaza 1, Taikoo Shing
	Des Voeux Road Central Branch	China Insurance Group Building,
		141 Des Voeux Road, Central
Kowloon:	Kwun Tong Branch	No. 1, Yue Man Square, Kwun Tong
	Mongkok Branch	673 Nathan Road, Mongkok
	Ocean Centre Branch	Shop 355, Level Three, Ocean Centre,
		Harbour City
	Whampoa Garden Branch	Shop No. G6 & 6A, G/F, Site 4,
		Whampoa Garden
New Territories:	Citylink Plaza Branch	Shops 38-46, Citylink Plaza,
		Shatin Station Circuit, Sha Tin
	Yuen Long Branch	G/F, HSBC Building Yuen Long,
		150-160 Castle Peak Rd., Yuen Long

Both white and yellow Application Forms completed in all respects (to which one cheque or banker’s cashier order should be securely stapled) should be deposited in the special collection boxes provided at the branches of The Hongkong and Shanghai Banking Corporation Limited referred to above at the following times on the following dates:

– Thursday, July 28, 2005 9:00 a.m. to 4:30 p.m. – Friday, July 29, 2005 9:00 a.m. to 4:30 p.m. Saturday, July 30, 2005 – 9:00 a.m. to 12:00 noon – Monday, August 1, 2005 9:00 a.m. to 4:30 p.m. Tuesday, August 2, 2005 – 9:00 a.m. to 12:00 noon

Applications by giving electronic application instructions to HKSCC

Investors can apply for Shares by giving electronic application instructions to HKSCC as follows:

1. CCASS Investor Participants can give electronic application instructions to HKSCC through the CCASS Phone System by calling 2979 7888 or through the CCASS Internet System (https://ip.ccass.com) (using the procedures contained in HKSCC’s “An Operating Guide for Investor Participants” in effect from time to time). HKSCC can also input electronic application instructions on behalf of CCASS Investor Participants if they go to the Customer Service Centre of HKSCC at Upper Ground Floor, V- Heun Building, 128-140 Queen’s Road Central, Hong Kong and complete an input request form. Prospectuses are also available for collection at the Customer Service Centre of HKSCC; and

2. those who are not CCASS Investor Participants can instruct their brokers or custodians who are CCASS Broker Participants or CCASS Custodian Participants to give electronic application instructions to HKSCC via CCASS terminals to apply for Shares on their behalf.

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CCASS Broker/Custodian Participants can input electronic application instructions at the following times on the following dates:

– Thursday, July 28, 2005 9:00 a.m. to 8:30 p.m.[1] – Friday, July 29, 2005 9:00 a.m. to 8:30 p.m.[1] – Saturday, July 30, 2005 9:00 a.m. to 3:00 p.m.[1] – Monday, August 1, 2005 9:00 a.m. to 8:30 p.m.[1] Tuesday, August 2, 2005 – 9:00 a.m.[1] to 12:00 noon

• 1 These times are subject to change as HKSCC may determine from time to time with prior notification to CCASS Broker/Custodian Participants.

CCASS Investor Participants can input electronic application instructions from 9:00 a.m. on Thursday, July 28, 2005 until 12:00 noon on Tuesday, August 2, 2005 (24 hours daily, except the last application day).

Subject to the terms and conditions set out in the Prospectus and the Application Forms relating thereto, applications must be received no later than 12:00 noon on Tuesday, August 2, 2005 (or if the application lists are not open on that day, then by 12:00 noon on the next business day the lists are open). Please see the section entitled “How to apply for Public Offer Shares” in the Prospectus for further details. No temporary documents or evidence of title will be issued. No receipt will be issued for application monies.

The total number of Shares being offered under the Public Offer (after taking account of any adjustment) is to be divided into two pools for allocation purposes: pool A and pool B. The Shares in pool A will be allocated on an equitable basis to applicants who have applied for Shares with an aggregate subscription price of HK$5 million (excluding the brokerage, SFC transaction levy, investor compensation levy and Stock Exchange trading fee payable) or less. The Shares in pool B will be allocated on an equitable basis to applicants who have applied for Shares with an aggregate subscription price of more than HK$5 million (excluding the brokerage, SFC transaction levy, investor compensation levy and Stock Exchange trading fee payable) and up to the value of pool B. Investors should be aware that applications in pool A and applications in pool B may receive different allocation ratios. If Shares in one (but not both) of the pools are under subscribed, the surplus Shares will be transferred to the other pool to satisfy demand in this other pool and be allocated accordingly. For the purpose of this paragraph only, the “subscription price” of Shares means the price payable on application therefor (without regard to the Offer Price as finally determined). Applicants can only receive an allocation of Shares from either pool A or pool B but not from both pools.

It is expected that the level of indication of interest in the International Offering, the Offer Price, the results of applications and the basis of allotment of Public Offer Shares will be published on Monday, August 8, 2005 in the South China Morning Post (in English) and the Hong Kong Economic Times (in Chinese).

If you are applying using a yellow Application Form or by giving electronic application instructions to HKSCC and your application is wholly or partially successful, your Share certificate will be issued in the name of HKSCC Nominees Limited and deposited directly into CCASS for credit to your CCASS Investor Participant stock account or the stock account of any designated CCASS Participant giving electronic application instructions on your behalf or as instructed by you in your yellow Application Form at the close of business on Monday, August 8, 2005 or under contingent situations, on any other date as shall be determined by HKSCC or HKSCC Nominees Limited. If you are applying through a designated CCASS Participant (other than a CCASS Investor Participant), you can check the number of Public Offer Shares allocated to you (and the amount of refund money payable to you if you have instructed a CCASS Broker/ Custodian Participant to give electronic application instructions on your behalf) with that CCASS Participant. If you are applying as a CCASS Investor Participant, you should check the announcement published by the Company on Monday, August 8, 2005 (for CCASS Investor Participant applying by giving electronic application instructions to HKSCC, they can also check the application results via the CCASS Phone System and CCASS Internet Systems) and report any discrepancies to HKSCC before 5:00 p.m. on

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Monday, August 8, 2005 or such other date as shall be determined by HKSCC or HKSCC Nominees Limited. Immediately after the credit of the Public Offer Shares to your account, you can also check your new account balance via the CCASS Phone System and CCASS Internet System (under the procedures contained in HKSCC’s “An Operating Guide for Investor Participants” in effect from time to time). HKSCC will also make available to you an activity statement showing the number of Public Offer Shares credited to your CCASS Investor Participant stock account and (if you are applying by giving electronic application instructions to HKSCC) the amount of refund money credited to your designated bank account.

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

Hong Kong, July 28, 2005

As at the date of this announcement, the executive Director is Benjamin Pan, the non-executive Directors are Ingrid Wu, Yang Dong Shao and Thomas Kalon Ng and the independent non-executive Directors are Koh Boon Hwee, Dick Mei Chang and Mok Joe Kuen Richard.

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

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