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Comba Telecom Systems Holdings Limited — Capital/Financing Update 2009
Sep 2, 2009
50537_rns_2009-09-02_a3151d61-dec2-4beb-a132-65ef6c254e89.pdf
Capital/Financing Update
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Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited 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 however arising from or in reliance upon the whole or any part of the contents of this announcement.
COMBA TELECOM SYSTEMS HOLDINGS LIMITED 京信通信系統控股有限公司
(incorporated in Cayman Islands with limited liability)
(Stock Code: 2342)
ANNOUNCEMENT
Reference is made to the Announcement (as hereinafter defi ned) of the Company dated 3 July 2009, which was made pursuant to Rule 13.18 of the Listing Rules with respect to the Facility Agreement (as defi ned in the Announcement).
On 2 September 2009, additional fi nancial institutions signed an accession memorandum to accede to the Facility Agreement as acceding lenders and have committed to make available to an indirect subsidiary of the Company under the second tranche of the Facility (as defi ned in the Announcement) up to a total of US$15,000,000.00, thereby bringing the total amount of the Facility up to US$100,000,000.00 in aggregate.
Reference is made to the announcement of the Company dated 3 July 2009 (the “ Announcement ”), which was made pursuant to Rule 13.18 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (“ Listing Rules ”). Unless otherwise specifi ed herein, terms used in this announcement shall have the same meaning as defi ned in the Announcement.
On 3 July 2009, the Company announced that Comba Telecom Systems Limited, an indirect subsidiary of the Company, as borrower (the “ Borrower ”) had entered into the Facility Agreement with the Lenders and HSBC as the coordinator and the Agent, whereby the Lenders agreed, inter alia, to grant the Borrower the Facility. In the Announcement, the Company had also announced that, subject to the terms and conditions of the Facility Agreement, the Facility would be made available to the Borrower in tranches, the fi rst of which had been confi rmed by the Lenders who committed to make available to the Borrower a term loan facility of up to a total of US$85,000,000.00 in aggregate.
Subsequent to the Announcement, various fi nancial institutions have expressed an interest in participating in the Facility as lenders. On 2 September 2009, CITIC Ka Wah Bank Limited, Hang Seng Bank Limited and the Industrial Bank of Taiwan Co., Ltd. signed an accession memorandum to accede to the Facility Agreement as acceding lenders and have committed to make available to the Borrower under the second tranche of the Facility up to a total of US$15,000,000.00, thereby bringing the total amount of the Facility made available to the Borrower in the fi rst and second tranches under the Facility Agreement up to US$100,000,000.00 in aggregate. With regard to the
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accession of each of CITIC Ka Wah Bank Limited, Hang Seng Bank Limited and the Industrial Bank of Taiwan Co., Ltd. to the Facility Agreement, the Board believes that they are confi dent in the business prospects of the Company and its subsidiaries.
In the Announcement, it was disclosed by the Company that the Facility Agreement contains a specifi c performance obligation that Mr. Fok Tung Ling and Mr. Zhang Yue Jun, the controlling shareholders of the Company, shall maintain benefi cial ownership in aggregate, directly or indirectly, of at least 40% of the shares (of each class) of and equity interests in the Company free from any Security (as defi ned by the Facility Agreement).
In accordance with the requirements under Rule 13.21 of the Listing Rules, disclosure will be included in the interim and annual reports of the Company for so long as the above specifi c performance obligation continues to exist.
By order of the Board COMBA TELECOM SYSTEMS HOLDINGS LIMITED Tong Chak Wai, Wilson Executive Director
Hong Kong, 2 September 2009
As at the date of this announcement, the Board comprises the following executive directors: Mr. FOK Tung Ling, Mr. ZHANG Yue Jun, Mr. TONG Chak Wai, Wilson, Mr. WU Jiang Cheng, Mr. YAN Ji Ci, Mr. ZHENG Guo Bao and Mr. YEUNG Pui Sang, Simon; and the following independent non-executive directors: Mr. YAO Yan, Mr. LAU Siu Ki, Kevin and Mr. LIU Cai.
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