Contel Technology Company Limited has received an unconditional mandatory cash offer from Zhuangyan Investment International Limited (the “Offeror”), which already holds 58.81 % of Contel’s 461.21 million issued shares following a recent subscription and placing. The Offeror, ultimately owned by entrepreneur Mr Zhuang Hezhong, is offering HK$0.365 in cash for each remaining share not already held by it or its concert parties.

The offer price equals the subscription and placing price but reflects a sharp 34.82 % discount to the HK$0.56 last close on 4 May 2026 (the last trading day before the Rule 3.5 announcement) and a 74.83 % discount to the HK$1.45 closing price on 19 August 2026, the latest practicable date. Based on full acceptance of the outstanding 189.98 million shares, the deal is valued at approximately HK$69.34 million.

Funding for the offer will be provided by Mr Zhuang’s own resources. DL Securities (HK) Limited is acting as offer agent and joint financial adviser alongside Alpha Financial Group. Settlement will be made within seven business days after valid acceptances are received. The offer opens on 21 August 2026 and closes at 4:00 p.m. on 11 September 2026, unless extended.

The Offeror states it intends to maintain Contel’s Hong Kong listing, continue existing operations and retain current employees, but plans a post-completion review that could lead to asset disposals, acquisitions or restructuring. All incumbent directors will step down after the offer closes; the Offeror proposes appointing Mr Chong Ka Yee and Mr Lee Byungduck as executive directors and Mr Tseung Yuk Hei, Ms Lu Zhuo and Mr Li Wei as independent non-executive directors.

Contel’s Independent Board Committee—comprising Mr Dan Kun Lei, Mr Chan Kwok Kuen and Mr Lai Man Shun—has advised shareholders that the offer is “not fair and reasonable” and recommends rejection. Independent financial adviser Ignite Capital (Asia Pacific) concurs, citing the deep discount to market prices and industry prospects.

Contel, a distributor and solution provider of integrated circuits, reported a US$13.82 million loss for the year ended 31 March 2026 and was in a net liabilities position of US$2.06 million, with auditors flagging a material uncertainty on going-concern. No dividend is proposed.

Shareholders wishing to accept must lodge completed forms and share certificates with Boardroom Share Registrars (HK) by the 11 September deadline. Payment will be in Hong Kong dollars after deduction of 0.1 % seller’s stamp duty.