HKBN Ltd. — M&A Activity 2025

Jun 27, 2025

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.

This announcement appears for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for securities of the Company nor is it a solicitation of any vote or approval in any jurisdiction. This announcement is not for release, publication or distribution, in whole or in part, in, into or from any jurisdiction where to do so would constitute a violation of the applicable laws or regulations of such jurisdiction.

中國移動

China Mobile

CHINA MOBILE HONG KONG COMPANY LIMITED

中國移動香港有限公司

(incorporated in Hong Kong with limited liability)

ANNOUNCEMENT

PRE-CONDITIONAL VOLUNTARY GENERAL CASH OFFER BY CHINA INTERNATIONAL CAPITAL CORPORATION HONG KONG SECURITIES LIMITED

ON BEHALF OF

CHINA MOBILE HONG KONG COMPANY LIMITED

TO ACQUIRE ALL OF THE ISSUED SHARES IN HKBN LTD. (OTHER THAN THOSE ALREADY OWNED BY CHINA MOBILE HONG KONG COMPANY LIMITED AND PARTIES ACTING IN CONCERT WITH IT)

APPROVAL FROM THE MINISTRY OF COMMERCE

Financial Adviser to China Mobile Hong Kong Company Limited

CICC 中金公司

China International Capital Corporation Hong Kong Securities Limited

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Reference is made to:

(i) the announcement issued by China Mobile Hong Kong Company Limited (the "Offeror") on 2 December 2024 in relation to the pre-conditional voluntary general cash offer by China International Capital Corporation Hong Kong Securities Limited, for and on behalf of the Offeror, to acquire all of the issued shares in HKBN Ltd. (the "Company") (the "3.5 Announcement");

(ii) the announcement issued by the Offeror on 23 December 2024 in relation to the delay in despatch of the Offer Document; and

(iii) the announcements issued by the Offeror on 23 January 2025, 21 February 2025, 21 March 2025, 10 April 2025, 9 May 2025, 9 June 2025 and 20 June 2025 in relation to the update on the progress of the Offers.

Unless the context otherwise requires, capitalised terms used in this announcement shall have the same meanings as those defined in the 3.5 Announcement.

Approval from the Ministry of Commerce

As stated in the 3.5 Announcement, the making of the Offers by the Offeror is subject to the satisfaction or, if capable of being waived, waiver of the Pre-Conditions on or prior to the Pre-Conditions Long Stop Date.

As stated in the announcements issued by the Offeror dated 10 April 2025 and 20 June 2025, the Offeror has already received the approvals from the State-Owned Assets Supervision and Administration Commission of the State Council and the National Development and Reform Commission for the making of the Offers.

The Offeror is pleased to announce that on 26 June 2025, the Offeror received the approval from the Ministry of Commerce for the making of the Offers. Accordingly, all the regulatory approvals as set out under paragraph (2) in the section headed "5. PRE-CONDITIONS TO THE OFFERS" in the 3.5 Announcement have been obtained.

As at the date of this announcement, the only Pre-Conditions that remain outstanding are those set out under paragraphs (1) and (3) in the section headed "5. PRE-CONDITIONS TO THE OFFERS" in the 3.5 Announcement.

Further announcement(s) will be made by the Offeror in relation to the latest status of the Offers and despatch of the Offer Document as and when appropriate in accordance with the Listing Rules and the Takeovers Code.

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WARNING:

Shareholders of, and/or potential investors in, the Company should note that, as the making of the Offers is subject to the satisfaction or, if capable of being waived, waiver of the Pre-Conditions on or before the Pre-Conditions Long Stop Date, the Offers may or may not be made. Further, completion of the Offers is subject to the Conditions being satisfied or, if capable of being waived, waived on or before the Conditions Long Stop Date and therefore the Offers may or may not become unconditional and may or may not be completed. Accordingly, the issue of this announcement does not imply that the Offers will be made or will be completed. Shareholders of, and/or potential investors in, the Company should therefore exercise caution when dealing in the Shares. Persons who are in doubt as to the action they should take should consult their stockbroker, bank manager, solicitor or other professional advisers.

By Order of the Board
CHINA MOBILE HONG KONG COMPANY LIMITED
Mr. Ling Hao
Director

Hong Kong, 27 June 2025

As at the date of this announcement, the directors of the Offeror are Mr. Ling Hao, Ms. Shi Xiaoping, Mr. Lei Liquun, Mr. Wang Dayue, Mr. Li Xin, Mr. Luo Weimin, Mr. Bian Yannan and Mr. Nie Yutian.

The directors of the Offeror jointly and severally accept full responsibility for the accuracy of the information contained in this announcement and confirm, having made all reasonable enquiries, that to the best of their knowledge, opinions expressed in this announcement have been arrived at after due and careful consideration and there are no other facts not contained in this announcement, the omission of which would make any statement in this announcement misleading.