Comtec Solar Systems Group Limited — Capital/Financing Update 2016

Dec 28, 2016

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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**UNISPLENDOUR TECHNOLOGY (HOLDINGS) LIMITED 紫光科技（控股）有限公司 ***

(Incorporated in Bermuda with limited liability)

(Stock Code: 365)

DISCLOSEABLE TRANSACTION IN RELATION TO FACTORING AGREEMENT

The Board hereby announces that Unis Financial Leasing, a wholly-owned subsidiary of the Company entered into the Factoring Agreement with Guangzhou Lonkey on 28 December 2016, pursuant to which Unis Financial Leasing has agreed to provide account receivable factoring service in principal sum of not exceeding RMB120,000,000 (equivalent to approximately HK$133,992,000) to Guangzhou Lonkey.

The Directors consider that the Factoring Agreement was entered into on normal commercial terms and is fair and reasonable and is in the interest of the Group and the Shareholders as a whole.

As the applicable percentage ratios for the transaction under the Factoring Agreement calculated in accordance with the Listing Rules are more than 5% but less than 25%, the Factoring Agreement and the transactions contemplated thereunder constituted a discloseable transaction on the part of the Company under Rule 14.07 under the Listing Rules and is therefore subject to the reporting and announcement requirement under Chapter 14 of the Listing Rules.

On 28 December 2016, Unis Financial Leasing, a wholly-owned subsidiary of the Company, entered into the Factoring Agreement with Guangzhou Lonkey pursuant to which Unis Financial Leasing has agreed to provide account receivable factoring service in principal sum of not exceeding RMB120,000,000 (equivalent to approximately HK$133,992,000) to Guangzhou Lonkey. The principal terms of the Factoring Agreement are set out below:

THE FACTORING AGREEMENT

Date: 28 December 2016

Parties:

• (A): Unisplendour Financial Leasing (Shenzhen) Co., Ltd. (紫光融資租賃（深圳）有限公司)

• (B): Guangzhou Lonkey Industrial Co., Ltd. (廣州市浪奇實業股份有限公司)

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Unis Financial Leasing is a wholly-owned subsidiary of the Company. Guangzhou Lonkey is a company incorporated in the PRC and listed on the Shenzhen Stock Exchange (Stock Code: 000523), principally engaged in manufacturing of cleaning products. To the best of the director’s knowledge, having made all reasonable enquiries, Guangzhou Lonkey and its beneficial owners are Independent Third Parties.

CREDIT LIMITED

Pursuant to the Factoring Agreement, Unis Financial Leasing has agreed to provide account receivable factoring service in principal sum of not exceeding RMB120,000,000 (equivalent to approximately HK$133,992,000) to Guangzhou Lonkey in accordance with the terms and conditions of the Factoring Agreement.

INTEREST

The rate of interest applicable to the facilities shall be made on normal commercial terms.

REASON FOR AND BENEFITS OF THE FACTORING AGREEMENT

Unisplendour Technology Holdings Limited is principally engaged in designing, manufacturing and distributing of SMT and related equipment. Unis Financial Leasing is a company principally engaged in financial leasing, factoring and related activities, the factoring business is within its normal business scopes. Unis Financial Leasing can obtain stable revenue from the interest to be received from the Factoring Agreement. Taking into account the above, the Directors consider that the Factoring Agreement was entered into on normal commercial terms and is fair and reasonable and is in the interest of the Group and the Shareholders as a whole.

LISTING RULES IMPLICATION

As the applicable percentage ratios for the transaction under the Factoring Agreement calculated in accordance with the Listing Rules are more than 5% but less than 25%, the Factoring Agreement and the transactions contemplated thereunder constituted a discloseable transaction on the part of the Company under Rule 14.07 under the Listing Rules and is therefore subject to the reporting and announcement requirement under Chapter 14 of the Listing Rules.

DEFINITIONS

In this announcement, unless the context requires otherwise, the following terms shall have the same following meanings as set out below:

• “Board” the board of Directors of the Company

• “Company” Unisplendour Technology (Holdings) Limited

• “Director(s)” the director(s) of the Company

• “Factoring the factoring agreement dated 28 December 2016 and entered into between

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Agreement” Unis Financial Leasing and Guangzhou Lonkey in respect of the provision of the factoring service by Unis Financial Leasing to Guangzhou Lonkey

• “Group” the Company and its subsidiaries

• “Guangzhou Guangzhou Lonkey Industrial Co., Ltd. (廣州市浪奇實業股份有限公司 Lonkey”

• “Independent party(ies) who, together with his/her/its ultimate beneficial owner(s), is/are Third Party(ies)” person(s) independent of the Company and its connected persons (as defined in the Listing Rules)

• “Listing Rules” rules governing the listing of securities on The Stock Exchange of Hong Kong Limited

• “Shareholder(s)” holder(s) of issued share(s) of the Company

• “Unis Financial Unisplendour Financial Leasing (Shenzhen) Co., Ltd. (紫光融資租賃（深 Leasing” 圳）有限公司), a wholly owned subsidiary of the Company

In this announcement, for the purpose of illustration only, amounts quoted in RMB have been converted into HK$ at the rate of RMB1.00 to HK$1.1166. Such exchange rate has been used, where applicable, for the purpose of illustration only and does not constitute a representation that any amounts were or may have been exchanged at this or any other rates or at all.

By Order of the Board Unisplendour Technology (Holdings) Limited Qi Lian Chairman

Hong Kong, 28 December 2016

As at the date of this announcement, the directors are Mr. Qi Lian and Mr. Xia Yuan as executive directors; Mr. Li Zhongxiang and Mr. Wang Huixuan as non-executive directors; and Mr. Cui Yuzhi, Mr. Bao Yi and Mr. Ping Fan as independent non-executive directors.

* For identification purposes only

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