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Comba Telecom Systems Holdings Limited Share Issue/Capital Change 2021

Apr 13, 2021

50537_rns_2021-04-13_3a2cbc2b-23dd-41b2-985b-702aadee3e03.pdf

Share Issue/Capital Change

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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 howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

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COMBA TELECOM SYSTEMS HOLDINGS LIMITED 京 信 通 信 系 統 控 股 有 限 公 司

(Incorporated in the Cayman Islands with limited liability) (Stock Code: 2342)

GRANT OF SHARE OPTIONS

This announcement is made pursuant to Rule 17.06A of the Rules Governing the Listing of Securities (the “ Listing Rules ”) on The Stock Exchange of Hong Kong Limited (the “ Stock Exchange ”).

The board of directors (the “ Board ”) of Comba Telecom Systems Holdings Limited (the “ Company ”, together with its subsidiaries, collectively, the “ Group ”) hereby announces that on 13 April 2021 (the “ Date of Grant ”), the Company granted 50,000,000 share options (the “ Share Options ”) to certain employees and directors of the Group (the “ Grantees ”), subject to acceptance of the Grantees, under the share option scheme adopted by the Company on 3 June 2013. The Share Options shall entitle the Grantees to subscribe for a total of 50,000,000 new ordinary shares of HK$0.10 each (the “ Share(s) ”) in the share capital of the Company. Details of the Share Options granted are set out below:

Date of Grant : 13 April 2021

Exercise price of the : HK$2.030 per Share, which is higher of (i) HK$0.10, being Share Options granted the nominal value of the Share; (ii) HK$2.030, being the closing price of the Shares as stated in the daily quotations sheet of the Stock Exchange on the Date of Grant; and (iii) HK$2.026, being the average of the closing price of the Shares as stated in the daily quotations sheets of the Stock Exchange from 1 April 2021 to 12 April 2021, both dates inclusive (being the five consecutive trading days immediately preceding the Date of Grant)

Closing price of the : HK$2.030

Shares on the Date of

Grant

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  • Validity period of the : The Share Options shall have a validity period of 5 years Share Options from 13 April 2021 to 12 April 2026, both dates inclusive, subject to the vesting conditions as stated in the offer letters to the Grantees.

25% of the Share Options shall be vested on the date falling the first anniversary of the Date of Grant and exercisable from 13 April 2022 to 12 April 2026, both dates inclusive.

25% of the Share Options shall be vested on the date falling the second anniversary of the Date of Grant and exercisable from 13 April 2023 to 12 April 2026, both dates inclusive.

25% of the Share Options shall be vested on the date falling the third anniversary of the Date of Grant and exercisable from 13 April 2024 to 12 April 2026, both dates inclusive.

25% of the Share Options shall be vested on the date falling the fourth anniversary of the Date of Grant and exercisable from 13 April 2025 to 12 April 2026, both dates inclusive.

Among all the Share Options granted above, 10,000,000 Share Options were granted to the following directors of the Company with details as follows:

Executive directorsXu HuijunChang Fei FuBu BinlongHuo XinruTotal: Number ofShare Options granted4,000,0002,000,0002,000,0002,000,000
10,000,000

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The grant of the Share Options to each of the above directors has been respectively approved by the independent non-executive directors of the Company. Each of the directors has abstained from voting in the grant of Share Options to him/her.

Save as disclosed above, none of the Grantees is a director, chief executive or substantial shareholder (as defined in the Listing Rules) of the Company, or any of their respective associates (as defined in the Listing Rules) as at the date of this announcement.

By order of the Board Comba Telecom Systems Holdings Limited Chang Fei Fu Executive Director

Hong Kong, 13 April 2021

As at the date of this announcement, the Board comprises the following executive directors: Mr. FOK Tung Ling, Mr. ZHANG Yue Jun, Mr. XU Huijun, Mr. CHANG Fei Fu, Mr. BU Binlong and Ms. HUO Xinru; the following non-executive director: Mr. WU Tielong; and the following independent non-executive directors: Mr. LAU Siu Ki, Kevin, Dr. LIN Jin Tong, Ms. NG Yi Kum and Ms. WONG Lok Lam.

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