09:59 CCT TELECOM<00138>&CCT TECH INT'L<00261> - J.Ann.&Resume(7) On the basis of the Option Offer Price for cancellation of each outstanding CCT Tech Option, the 1,082,781,000 outstanding CCT Tech Options are valued at approximately HK$9,745,029.00. Assuming full conversion of the CCT Tech Options into the CCT Tech Shares, and based on the offer price of HK$0.023 per CCT Tech Share, the 1,082,781,000 CCT Tech Shares are valued at approximately HK$24,903,963.00. DBS Asia is satisfied that there are sufficient financial resources available to CCT Telecom to satisfy the amount of funds required to meet full acceptance of the Offers. Terms of the Offers Acceptance of the Cash Offer with Securities Exchange Alternative or the Option Offer by any CCT Tech Shareholder, the holder of the CCT Tech 2005 CN or the CCT Tech Optionholder (as the case may be) will be deemed to constitute a warranty by such person that all the CCT Tech Shares or the CCT Tech Options or the CCT Tech 2005 CN (as the case may be) to be sold by such person under the Cash Offer with Securities Exchange Alternative or the Option Offer (as the case may be) will be acquired free from all liens, charges, options, claims, equities, adverse interests, third-party rights or encumbrances whatsoever and together with all rights accruing or attaching thereto, including, without limitation, in the case of the CCT Tech Shares, the right to receive dividends and distributions declared, made or paid, if any, on or after the date of this announcement. The availability of the Cash Offer with Securities Exchange Alternative to persons not resident in Hong Kong may be affected by the applicable laws of the relevant jurisdictions. Persons who are not resident in Hong Kong should inform themselves about and observe any applicable requirements in their own jurisdictions. Settlement The certificates of the Convertible Bonds or cheques will be despatched to the CCT Tech Shareholders, the holder of CCT Tech 2005 CN and the CCT Tech Optionholders who have accepted the Offers within ten days of the later of the date on which the Offers become unconditional and the date of receipt of duly completed valid acceptances. The CCT Tech Shareholders and the holder of the CCT Tech 2005 CN should be aware that the Cash Offer with Securities Exchange Alternative will be made on the basis of one Convertible Bond with a face value of HK$1,840 for every 80,000 CCT Tech Shares (representing one board lot of CCT Tech Shares being traded on the Stock Exchange) or for every CCT Tech 2005 CN with a face value of HK$800. No fraction of a cent will be payable. The amount of cash payable to the registered CCT Tech Shareholders who accept the Offers and opt for cash will be rounded up to the nearest cent. Since no fraction of the Convertible Bonds will be issued under the Cash Offer with Securities Exchange Alternative, the CCT Tech Shareholders who hold less than 80,000 CCT Tech Shares or whose shareholding are not a multiple of 80,000 CCT Tech Shares can only accept the cash alternative for those CCT Tech Shares which are less than one board lot of 80,000 CCT Tech Shares under the Cash Offer with Securities Exchange Alternative. The Cash Offer with Securities Exchange Alternative of HK$1,840 in cash, or Convertible Bonds with a face value of HK$1,840, for every 80,000 CCT Tech Shares or every CCT Tech 2005 CN with a face value of HK$800, has been determined by the Offeror with reference to the average closing price of the CCT Tech Share of HK$0.023 as quoted on the Stock Exchange for the last thirty days up to and including the Last Trading Day. The CCT Tech Shareholders and the holder of the CCT Tech 2005 CN should also be aware that the Convertible Bonds are convertible into the CCT Telecom Shares which are traded in board lots of 2,000 CCT Telecom Shares. CONDITIONS OF THE OFFERS The Offers are conditional upon the following: (a) the Offers having been approved by the CCT Telecom Shareholders at an extraordinary general meeting of CCT Telecom in accordance with the requirements under the Listing Rules;