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Synertone Communication Corporation Capital/Financing Update 2012

Mar 30, 2012

50038_rns_2012-03-30_ff2f6d01-ad32-4a71-9102-554a7a50db08.pdf

Capital/Financing Update

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Unless otherwise defined in this announcement, terms defined in the prospectus dated 30 March 2012 (the “ Prospectus ”) issued by Synertone Communication Corporation (the “ Company ”) have the same meanings when used in this announcement.

This announcement is for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for the Shares. Potential investors should read the Prospectus for detailed information about the Global Offering described below before deciding whether or not to invest in the Shares thereby being offered.

The Hong Kong Exchanges and Clearing Limited, 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.

The information contained in this announcement is not for distribution, directly or indirectly, in or into the United States. These materials do not constitute or form a part of any offer or solicitation to purchase or subscribe for securities in the United States. The Offer Shares have not been and will not be registered under the United States Securities Act of 1933, as amended (the “ U.S. Securities Act ”) and may not be offered, sold, pledged or transferred in the United States, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act and in accordance with any applicable U.S. state securities laws. No public offering of securities will be made by the Company in the United States.

Prospective investors of the Hong Kong Offer Shares should note that the Sole Global Coordinator (for itself and on behalf of the Hong Kong Underwriters) is entitled to terminate the Hong Kong Underwriting Agreement upon the occurrence of any of the events set forth under the section headed “Underwriting — Underwriting Arrangements and Expenses — Grounds for Termination” in the Prospectus at any time prior to 8:00 a.m. (Hong Kong time) on the Listing Date (which is currently expected to be Wednesday, 18 April 2012).

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SYNERTONE COMMUNICATION CORPORATION 協同通信集團有限公司

(Incorporated in the Cayman Islands with limited liability)

GLOBAL OFFERING

Number of Offer Shares : 300,000,000 Shares (subject to the Over-allotment Option) Number of Hong Kong Offer Shares : 30,000,000 Shares (subject to adjustment) Number of International Placing Shares : 270,000,000 Shares (subject to adjustment and the Over-allotment Option) Offer Price : Not more than HK$0.60 per Offer Share and expected to be not less than HK$0.30 per Offer Share (payable in full on application in Hong Kong dollars, subject to refund, plus brokerage of 1%, SFC transaction levy of 0.003% and Stock Exchange trading fee of 0.005%)

Nominal value : HK$0.01 per Share Stock code : 1613

Sole Sponsor

Sole Global Coordinator, Joint Bookrunner and Sole Lead Manager

Joint Bookrunner and Co-Lead Manager

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Application has been made to the Stock Exchange for the granting of the approval for the listing of, and permission to deal in, the Shares in issue and to be issued pursuant to the Global Offering (including any Shares which may be sold pursuant to the exercise of the Over-allotment Option) and any Shares to be issued pursuant to the Share Option Scheme. Dealings in the Shares on the Stock Exchange are expected to commence at 9:00 a.m. on Wednesday, 18 April 2012. The Shares will be traded in board lots of 8,000 Shares each. Subject to the granting of, and permission to deal in, the Shares on the Stock Exchange as well as compliance with the stock admission requirements of 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 necessary arrangements have been made for the Shares to be admitted into CCASS. Settlement of transactions between participants of the Stock Exchange is required to take place in CCASS on the second Business Day after any trading day. All activities under CCASS are subject to the General Rules of CCASS and CCASS Operational Procedures in effect from time to time.

The Offer Price is expected to be fixed by agreement between the Sole Global Coordinator (for itself and on behalf of the Underwriters) and the Company on the Price Determination Date, which is expected to be on or around Thursday, 12 April 2012 and, in any event, not later than Friday, 13 April 2012. The Offer Price will be not more than HK$0.60 per Share and is currently expected to be not less than HK$0.30 per Share. The Offer Price is expected to fall within the Offer Price range as stated in the Prospectus unless otherwise announced, as further explained below, not later than the morning of the last day for lodging applications under the Hong Kong Public Offer. Applicants under the Hong Kong Public Offer are required to pay, on application, the maximum Offer Price of HK$0.60 per Share plus brokerage of 1%, SFC transaction levy of 0.003% and Stock Exchange trading fee of 0.005% on each Hong Kong Offer Share subject to refund if the final Offer Price is lower than HK$0.60 per Share.

Applications for the Hong Kong Offer Shares will only be considered on the basis of the terms and conditions of the Prospectus and the related Application Forms.

Applicants who wish to be allotted the Hong Kong Offer Shares in their own names should (i) complete and sign the WHITE Application Forms; or (ii) submit applications online through the designated website of the HK eIPO White Form Service Provider at www.hkeipo.hk under the HK eIPO White Form service.

Applicants who wish to have the Hong Kong Offer Shares allotted and issued in the name of HKSCC Nominees and deposited directly into CCASS for credit to their CCASS Investor Participant stock accounts or the stock accounts of their designated CCASS Participants should (i) complete and sign the YELLOW Application Forms; or (ii) give electronic application instructions to HKSCC via CCASS.

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Copies of the Prospectus, together with the WHITE Application Forms, may be obtained during normal business hours from 9:00 a.m. on Friday, 30 March 2012 until 12:00 noon on Wednesday, 11 April 2012 at:

  1. any of the following addresses of the Sole Sponsor and the Hong Kong Underwriters:

Emperor Capital Limited Room 606, 6/F, Emperor Group Centre 288 Hennessy Road Wanchai Hong Kong

Emperor Securities Limited 23-24/F Emperor Group Centre 288 Hennessy Road Wanchai Hong Kong

First Shanghai Securities Limited 19/F, Wing On House 71 Des Voeux Road Central Hong Kong

Daily Growth Securities Limited Room 3705-07, The Centre 99 Queen’s Road Central Central Hong Kong

Orient Securities Limited Room 2801-04, 28/F Dah Sing Financial Centre No. 108 Gloucester Road Wanchai, Hong Kong

Phillip Securities (HK) Limited 11/F, United Centre 95 Queensway Hong Kong

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  1. or any of the following branches and/or sub-branches of Bank of China (Hong Kong) Limited:
Hong Kong Island
Kowloon
New Territories
Branch Name
Bank of China Tower Branch
North Point (King’s Centre)
Branch
Johnston Road Branch
Quarry Bay Branch
Humphrey’s Avenue Branch
Mong Kok (President
Commercial Centre) Branch
Whampoa Garden Branch
Metro City Branch
Sheung Shui Branch
Securities Services Centre
Castle Peak Road (Yuen
Long) Branch
Address
3/F, 1 Garden Road
193-209 King’s Road, North
Point
152-158 Johnston Road, Wan
Chai
Parkvale, 1060 King’s Road,
Quarry Bay
4-4A Humphrey’s Avenue,
Tsim Sha Tsui
608 Nathan Road, Mong Kok
Shop G8B, Site 1, Whampoa
Garden, Hung Hom
Shop 209, Level 2, Metro City
Phase 1, Tseung Kwan O
136 San Fung Avenue,
Sheung Shui
162 Castle Peak Road, Yuen
Long

Each WHITE or YELLOW Application Form completed in all respects must be accompanied by either one cheque or one banker’s cashier order, payable to “Bank of China (Hong Kong) Nominees Limited — Synertone Communication Public Offer”, and be deposited in one of the collection boxes provided at any of the branches and sub-branches of the bank listed above, at the following times:

Friday, 30 March 2012 — 9:00 a.m. to 5:00 p.m. Saturday, 31 March 2012 — 9:00 a.m. to 1:00 p.m. Monday, 2 April 2012 — 9:00 a.m. to 5:00 p.m. Tuesday, 3 April 2012 — 9:00 a.m. to 5:00 p.m. Thursday, 5 April 2012 — 9:00 a.m. to 5:00 p.m. Tuesday, 10 April 2012 — 9:00 a.m. to 5:00 p.m. Wednesday, 11 April 2012 — 9:00 a.m. to 12:00 noon

Applicants applying by HK eIPO White Form may submit applications to the HK eIPO White Form Service Provider through the designated website www.hkeipo.hk from 9:00 a.m. on Friday, 30 March 2012 until 11:30 a.m. on Wednesday, 11 April 2012 or such later time as described in the section headed “How to Apply for the Hong Kong Offer Shares — II. Applying by using an Application Form — 6. Effect of Bad Weather on the Opening of the Application Lists” in the Prospectus (24 hours daily, except on the last application day). The latest time for completing full payment of application monies in respect of such applications will

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be 12:00 noon on Wednesday, 11 April 2012, the last application day, or, if the application lists are not open on that day, then by the time and date stated in the section headed “How to apply for the Hong Kong Offer Shares — II. Applying by using an Application Form — 6. Effect of Bad Weather on the Opening of the Application Lists” in the Prospectus.

Copies of the Prospectus, together with the YELLOW Application Forms, may be obtained during normal business hours from 9:00 a.m. on Friday, 30 March 2012 until 12:00 noon on Wednesday, 11 April 2012 at the Depository Counter of HKSCC at 2nd Floor, Infinitus Plaza, 199 Des Voeux Road Central, Hong Kong or your stockbroker, who may have YELLOW Application Forms and Prospectus available.

CCASS Participants can input electronic application instructions from 9:00 a.m. on Friday, 30 March 2012 until 12:00 noon on Wednesday, 11 April 2012.

Further details of the conditions and procedures of the Hong Kong Public Offer are set out in the sections headed “Structure of the Global Offering” and “How to apply for the Hong Kong Offer Shares”, respectively in the Prospectus.

The Company expects to publish the announcement on the Offer Price, the level of indication of interest in the International Placing, the results of applications in the Hong Kong Public Offer and the basis of allotment under the Hong Kong Public Offer on Tuesday, 17 April 2012, in the The Standard (in English) and the Hong Kong Daily News (in Chinese), on the Company’s website at www.synertone.net and on the website of the Stock Exchange at www.hkexnews.hk .

The results of allocations of the Hong Kong Offer Shares under the Hong Kong Public Offer including applications made under WHITE and YELLOW Application Forms and applications made by giving electronic application instructions to HKSCC or the designated HK eIPO White Form Service Provider, which will include the Hong Kong identity card numbers, passport numbers or Hong Kong business registration numbers of successful applicants (as appropriate) and the number of the Hong Kong Offer Shares successfully applied for will be made available at the times and dates and in the manner as described in the section headed “How to Apply for the Hong Kong Offer Shares — VIII. Publication of results and despatch/collection of Share certificate, refund cheques and E-Auto Refund Payment Instructions” in the Prospectus.

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No receipt will be issued for the application monies paid. No temporary documents of title will be issued in respect of the Hong Kong Offer Shares.

Dealings in the Shares on the Stock Exchange are expected to commence at 9:00 a.m. on Wednesday, 18 April 2012. The Shares will be traded in board lots of 8,000 Shares each. The stock code of the Shares is 1613.

By order of the Board Synertone Communication Corporation Mr. Wong Chit On Chairman

Hong Kong, 30 March 2012

As at the date of this announcement, the executive Directors are Mr. Wong Chit On, Ms. Ni Yun Zi, Mr. Lu Zhijie and Mr. Han Weining, and the independent non-executive Directors are Mr. Lam Ying Hung Andy, Mr. Mao Zhigang and Mr. Hu Yunlin.

Please also refer to the published version of this announcement in The Standard (in English) and in the Hong Kong Daily News (in Chinese).

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