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This announcement is not an offer to sell or the solicitation of an offer to buy any securities and neither
this announcement nor anything herein forms the basis for any contract or commitment whatsoever.
Neither this announcement nor any copy thereof may be taken into or distributed in the United States
or to any US Persons. Securities may not be offered or sold in the United States absent registration or
an exemption from registration, and the securities described herein will be sold in accordance with all
applicable laws and regulations.
DBA Telecommunication (Asia) Holdings Limited
(Incorporated in the Cayman Islands with limited liability)
(Stock code: 3335)
PROPOSED ISSUE OF AGGREGATE PRINCIPAL AMOUNT OF
RMB330,000,000 US DOLLAR SETTLED

1.0% CONVERTIBLE BONDS DUE 2012
CONVERTIBLE INTO ORDINARY SHARES OF

DBA TELECOMMUNICATION (ASIA) HOLDINGS LIMITED
Sole Placing Agent
The Board hereby announces that on 6 November 2007 the Company entered into the Subscription
Agreement with the Purchaser, whereby the Purchaser agreed to subscribe and pay for the Bonds
to be issued at 00% of the aggregate principal amount of RMB330,000,000 (approximately
HK$340,592,424) of the Bonds which will be settled in US dollars.
The initial conversion price is HK$2.08 per Share. Assuming full conversion of the Bonds at the
initial conversion price of HK$2.08 per Share, the Bonds will be convertible into 63,746,357 Shares
(subject to adjustment), representing approximately 5.78% of the issued share capital of the Company
as at the date of the announcement and approximately 3.63% of the enlarged issued share capital
of the Company.
The estimated net proceeds of the Bonds Issue, after deduction of the commissions and the estimated
expenses relating to the issue of the Bonds, are approximately RMB33.8 million (approximately
HK$323.9 million). The net proceeds are currently intended to be used by the Company for the
expansion of self-service communication payment service business of the Group in the PRC.

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Completion of the Subscription Agreement, which is expected to take place on or around
8 November 2007, is subject to the satisfaction and/or waiver of the conditions precedent therein.
In addition, the Subscription Agreement may be terminated under certain circumstances.
Please refer to the paragraph headed “SUBSCRIPTION AGREEMENT” below for further
information.
As the Subscription Agreement may or may not complete, and therefore the Bonds may or
may not be issued, Shareholders and potential investors are advised to exercise caution when
dealing in the Shares.
The Conversion Shares will be issued and allotted by the Company pursuant to the general mandate
granted to the Directors at the annual general meeting held on 30 April 2007. To date, there has been
no issue of Shares under the general mandate granted.
The Company will apply to the Listing Committee of the Stock Exchange for the listing of, and
permission to deal in the Conversion Shares.
THE SUBSCRIPTION AGREEMENT DATED 6 NOVEMBER 2007

Date: 6 November 2007
Issuer: The Company
Purchaser: UBS AG, London Branch
Sole Placing Agent: UBS AG, London Branch acting through its business group,
UBS Investment Bank
Subject to the fulfilment of the conditions set out below under the section headed “Conditions Precedent
of the Subscription Agreement”, the Purchaser has agreed to subscribe and pay for the Bonds at the
aggregate consideration of RMB330,000,000 (approximately HK$340,592,424) which will be settled
in US dollars.
None of the Bonds will be offered to the public in Hong Kong nor will they be placed to any connected
persons (as defined in the Listing Rules) of the Company.
The Purchaser is an independent party and is not a connected person (as defined in the Listing Rules)
of the Company.

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As one of the conditions precedent of the Subscription Agreement (see below), the Company and
The Bank of New York, London Branch shall enter into the Paying, Conversion and Transfer Agency
Agreement by which The Bank of New York, London Branch shall be appointed as the paying,
conversion and transfer agent in respect of the Bonds, and to exercise the powers and undertake the
duties conferred and imposed upon it by the terms and conditions of the Paying, Conversion and Transfer
Agency Agreement and the Bonds.
Undertaking
The Company has undertaken with the Purchaser, among other things that between the date of the
Subscription Agreement and the Closing Date (both dates inclusive), the Company shall not do any
act or thing which would result (after the issue of the Bonds) in an adjustment to the Conversion Price
without the prior written consent of the Purchaser; notwithstanding the foregoing, if at any time from the
date of the Subscription Agreement and prior to the Closing Date, any event occurs which would result
in or require an adjustment to the Conversion Price pursuant to the terms and conditions of the Bonds,
had the Bonds been already issued, the Conversion Price shall be adjusted accordingly in accordance
with the terms and conditions of the Bonds.
Conditions Precedent of the Subscription Agreement
The obligation of the Purchaser to subscribe and pay for the Bonds is conditional upon:
(i) the execution and delivery of the Trust Deed and the Paying, Conversion and Transfer Agency
Agreement by all parties thereto on or prior to the Closing Date;
(ii) on the Closing Date () the representations and warranties of the Company in the Subscription
Agreement being true, accurate and correct at, and as if made on, the Closing Date, and (2) the
Company having performed all its obligations under the Subscription Agreement to be performed
on or before the Closing Date;
(iii) on or before the Closing Date, there having been delivered to the Purchaser and the Trustee, the
opinions to be dated the Closing Date from the legal advisers to the Company as to Cayman
Islands law, English law and PRC law;
(iv) there having been delivered to the Purchaser, on or before the date of the Subscription Agreement
lock-up undertakings of the Company and of Mr. Yu Longrui, Chairman of the Board;
(v) application shall have been made to the Stock Exchange for the listing of the Conversion
Shares;
(vi) there having been no suspension of trading in the Shares on the Stock Exchange which endures
for a period of two consecutive trading days (where a “trading day” means a day when the Stock
Exchange is open for the business of dealing in securities);

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(vii) all necessary consents, approvals, announcements or similar regulatory requirements (including
those required by any stock exchange) (if any) in respect of the Subscription Agreement, the issue
of the Bonds and the transactions contemplated thereby and required to be obtained or made by the
Company having been so obtained or made (and not having been subsequently revoked, rescinded
or retracted), and copies thereof having been delivered to the Purchaser (if so requested); and
(viii) on or before the Closing Date, the Company having appointed an agent in England and Wales,
satisfactory to the Purchaser, to accept service of process under the Subscription Agreement, the
Trust Deed and the Paying, Conversion and Transfer Agency Agreement on its behalf.
The Purchaser may by notice to the Company waive compliance with all or any of the conditions (ii)
to (viii) above.
Termination
The Purchaser may terminate (by notice to the Company) its rights and obligations under the Subscription
Agreement at any time prior to payment of the subscription moneys for the Bonds in the following
circumstances:
(i) if there occurs any breach of, or any event rendering untrue or incorrect in any material respect,
any of the warranties and representations contained in the Subscription Agreement or any failure
to perform any of the Company’s undertakings or agreements in the Subscription Agreement;
or
(ii) if any of the conditions precedent specified in the Subscription Agreement has not been satisfied
or waived by the Purchaser; or
(iii) there shall occur (a) any material limitation or suspension of trading generally on the Stock
Exchange, the New York Stock Exchange, NASDAQ, the London Stock Exchange plc’s market
for listed securities, (b) any trading of any securities of the Company shall have been suspended
on any exchange or in any over-the-counter market (other than where such suspension is a direct
result of the signing of the Subscription Agreement), (c) any material disruption in securities
settlement, payment or clearance services in the United States, Europe, Japan or Hong Kong shall
have occurred, (d) any moratorium on commercial banking activities shall have been declared by
U.S. federal or New York State authorities, authorities in Europe, Tokyo or Hong Kong, or (e) any
outbreak or escalation of hostilities, act of terrorism, disease and social instability or any change
(or any development involving a prospective change) in financial markets, currency exchange rates
or controls or any calamity or crisis or any change (or any development involving a prospective
change) in United States, European, Japanese, Hong Kong, the PRC or other international political,
monetary, financial or economic conditions or currency exchange rates or exchange controls that,
in the judgment of the Purchaser, is material and adverse or would in its view be likely to prejudice
materially the success of the offering and distribution of the Bonds, or in the case of any of the
events specified in (a) to (e) (inclusive) above, such event, singly or together with any other such
event, in the judgment of the Purchaser (I) shall prevent or to a material extent restrict payment
for the Bonds in the manner contemplated in the Subscription Agreement, or to a material extent
prevent or restrict settlement of transactions in the Bonds on the Closing Date in the market or
otherwise; or (II) has caused a substantial deterioration in the price and/or value of the Shares.

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Conversion
The initial conversion price at HK$2.08 per Share represents (i) a premium of 2% to the closing price
of the Shares on 6 November 2007 of HK$.72; (ii) a premium of 20% to the 5 day average closing
price of the Shares over the 5 Trading Days up to and including 6 November 2007 of HK$.74; (iii) a
premium of 20% to the 0 day average closing price of the Shares over the 0 Trading Days up to and
including 6 November 2007 of HK$.73; and (iv) a premium of 20% to the 20 day average closing
price of the Shares over the 20 Trading Days up to and including 6 November 2007 of HK$.73.
The Conversion Shares (representing approximately 5.78% of the existing issued share capital as at
the date of this announcement and approximately 3.63% of the enlarged issued share capital of the
Company) will be issued and allotted by the Company pursuant to the 20% general mandate granted to
the Directors at the annual general meeting held on 30 April 2007. As of the date of this announcement,
no Share has been issued under such general mandate.
PRINCIPAL TERMS OF THE BONDS

The principal terms of the Bonds are summarized as follows:
Company
DBA Telecommunication (Asia) Holdings Limited, a company incorporated with limited liability in the
Cayman Islands, the shares of which are listed on the Stock Exchange.
Principal Amount
The aggregate principal amount of the Bonds will be RMB330,000,000 (approximately
HK$340,592,424).
Issue Price
00% of the aggregate principal amount of the Bonds.
Net Proceeds
The estimated net proceeds of the Bonds Issue, after deduction of the commissions and the estimated
expenses relating to the issue of the Bonds, are approximately RMB33.8 million (approximately
HK$323.9 million).

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Interest
The Bonds bear interest from the Closing Date at the rate of .0% per annum of the principal amount
of the Bonds. Interest is payable semi-annually in arrears on 8 November and 8 May in each year. Each
Bond will cease to bear interest (i) from (and including) the date of interest payment last preceding its
conversion date (or if such conversion date falls on or before the first date of interest payment, from
(and including) the Closing Date); or (b) from (and including) the due date for redemption thereof
unless payment of the full amount due is improperly withheld or refused or default is otherwise made
in respect of any such payment.
Default interest at the rate of 5% per annum is payable if the Company fails to pay any sum in respect
of the Bonds when the same becomes due and payable.
Conversion Period
Bondholders have the right to convert their Bonds into Shares at any time on and after 9 December
2007 up to the close of business on 30 April 202 or if such Bond shall have been called for redemption
before the Maturity Date, then up to the close of business on a date no later than seven business days
prior to the date fixed for redemption of such Bond.
The number of Shares to be issued on conversion of a Bond will be determined by dividing the RMB
principal amount of the Bond to be converted (translated into Hong Kong dollars at the fixed exchange
rate of HK$.00 = RMB0.9689) by the Conversion Price in effect at the conversion date in respect of
the Bond.
Conversion Price
The Conversion Price will initially be HK$2.08 per Share but will be subject to adjustment for,
consolidation, subdivision or reclassification of Shares, issue of Shares by way of capitalization of
profits or reserves, capital distributions, rights issues, and other dilutive events of similar nature.
The overriding principle as set out in the Stock Exchange’s letter dated 5 September 2005 is that no
adjustment to the exercise price or number of Shares should be to the advantage of share option scheme
participants without shareholders’ approval. The adjustment will be made to the Conversion Price if
and if in the event of, among other things, sub-division or consolidation of Shares, bonus issues, rights
issues and other dilutive events. Nevertheless, the Directors will comply with the Stock Exchange’s
letter dated 5 September 2005 to the effect that the adjustment considerations set out in the Bonds in
general accord with the overriding principle.

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Conversion Price Reset
If the Volume Weighted Average Trading Price over the period of 20 consecutive Trading Days
immediately prior to the Reset Date is less than the Conversion Price on the Reset Date (taking into
account any adjustments as described in the terms and conditions of the Bonds which may have occurred
prior to the Reset Date), the Conversion Price shall be adjusted on the Reset Date so that the Volume
Weighted Average Trading Price will become the adjusted Conversion Price with effect from the Reset
Date.
Such adjusted Conversion Price shall be rounded upwards, if necessary, to the nearest Hong Kong cent,
provided that:
(i) any such adjustment to the Conversion Price shall be limited such that the adjusted Conversion
Price in no event shall be less than 80% of the Conversion Price on the Closing Date (taking into
account any adjustments as described in the terms and conditions of the Bonds which may have
occurred prior to the Reset Date); and
(ii) the Conversion Price shall not be reduced below the then nominal value of the Shares unless under
applicable law then in effect the Bonds could be converted at such reduced Conversion Price into
legally issued, fully-paid and non-assessable Shares.
Each Bondholder by purchasing any Bonds shall be deemed to represent, warrant and undertake to the
Company that it will not during the period of 20 consecutive Trading Days mentioned above dispose
of or otherwise transfer any Shares so long as it holds any Bonds.
Ranking of Conversion Shares
Conversion Shares will rank pari passu in all respects with the Shares then in issue on the relevant date
of registration of holders of such Conversion Shares in the register of members of the Company.
Transfer
The Bonds are transferable.
Maturity
Unless previously redeemed, converted or purchased and cancelled as provided in the terms and
conditions of the Bonds, the Company will redeem each Bond on 8 November 202 at the US Dollar
Equivalent of its RMB principal amount multiplied by 28.66%.

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Redemption at the Option of the Company
At any time after 8 May 200 and prior to the Maturity Date, the Company may, having given not less
than 30 nor more than 60 days’ notice to the Bondholders, the Trustee and the principal agent in respect
of the Bonds (which notice will be irrevocable), redeem all or some only of the Bonds at the US Dollar
Equivalent of their Early Redemption Amount on the Redemption Date in the event the closing price
of the Shares for 30 consecutive Trading Days, where the last day of such 30-Trading Day period falls
within five Trading Days prior to the date upon which notice of such redemption is given, was at least
30% of the Early Redemption Amount divided by the Conversion Ratio.
The Company may, having given not less than 30 nor more than 60 days’ notice to the Bondholders,
the Trustee and the principal agent in respect of the Bonds (which notice will be irrevocable), redeem
all and not some only of the Bonds at the US Dollar Equivalent of their Early Redemption Amount on
the Redemption Date if at any time at least 90% in principal amount of the Bonds has already been
converted, redeemed or purchased and cancelled.
Redemption for Taxation Reasons
At any time the Company may, having given not less than 30 nor more than 60 days’ notice to the
Bondholders (which notice shall be irrevocable) redeem all, and not some only, of the Bonds at the US
Dollar Equivalent of their Early Redemption Amount if (i) the Company has or will become obliged
to pay additional amounts as a result of any change in, or amendment to, the laws or regulations of the
Cayman Islands, Hong Kong or any political subdivision or any authority thereof or therein having power
to tax, or any change in the general application or official interpretation of such laws or regulations,
which change or amendment becomes effective on or after 8 November 2007, and (ii) such obligation
cannot be avoided by the Company taking reasonable measures available to it, provided that no such
notice of redemption shall be given earlier than 90 days prior to the earliest date on which the Company
would be obliged to pay such additional amounts were a payment in respect of the Bonds then due.
Prior to the publication of any notice of redemption for such purposes, the Company shall deliver to
the Trustee (a) a certificate signed by two directors of the Company stating that the obligation referred
to in (i) above cannot be avoided by the Company taking reasonable measures available to it and (b)
an opinion of independent legal or tax advisors of recognised standing in the relevant jurisdiction to
the effect that such change or amendment has occurred (irrespective of whether such amendment or
change is then effective).
If the Company gives a notice of redemption as described above, each Bondholder will have the right
to elect that his Bond(s) shall not be redeemed and that the tax gross-up provisions in the terms and
conditions of the Bonds shall not apply in respect of any payment of principal or premium to be made
in respect of such Bond(s) which falls due after the relevant redemption date whereupon no additional
amounts shall be payable in respect thereof and payment of all amounts shall be made subject to the
deduction or withholding of any tax required to be deducted or withheld.

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Redemption for Delisting or Change of Control
Each Bondholder will have the right at such Bondholder’s option to require the Company to redeem all
or some only of that holder’s Bonds at the US Dollar Equivalent of their Early Redemption Amount
upon (i) the Shares ceasing to be listed or admitted to trading on the Stock Exchange (or if applicable,
the Alternative Stock Exchange); (ii) the occurrence of a Change of Control; (iii) if the Stock Exchange
(or if applicable, the Alternative Stock Exchange) does not approve the application by the Company
to list such number of additional Shares as is required to ensure that a sufficient number of Shares to
meet the conversion right of the Bondholders are approved for listing on the Stock Exchange (or the
Alternative Stock Exchange as the case may be) by 4 days after the Closing Date; or (iv) the Shares
are suspended from trading on the Stock Exchange (or if applicable, the Alternative Stock Exchange)
for a continuous period of not less than 60 Trading Days.
Redemption at the Option of the Bondholders
Upon the Bondholder giving to the Company not less than 30 nor more than 60 days’ notice, the
Company will upon the expiry of such notice, redeem the Bonds the subject of the notice on 8 May
200 at the US Dollar Equivalent of its RMB principal amount multiplied by 3.27%.
Redemption following Covenant Trigger Event
Following the occurrence of a Covenant Trigger Event, each Bondholder will have the right at such
Bondholder’s option, to require the Company to redeem all or some only of that Bondholder’s Bonds
at the US Dollar Equivalent of their Early Redemption Amount in respect of each Bond.
Negative Pledge
The Company has, among other things, undertaken with the Purchaser that so long as any Bond remains
outstanding or any amount is due under or in respect of any Bond or otherwise under the Trust Deed,
the Company will procure that none of its Subsidiaries will, create or permit to subsist or arise any
Security upon the whole or any part of its undertaking, business, assets or revenues (including any
uncalled capital) present or future to secure the repayment or payment of principal, premium or interest
of or on any Relevant Indebtedness, or any guarantee of or indemnity given in respect of the repayment
or payment of principal, premium or interest of or on any Relevant Indebtedness unless, at the same
time or prior thereto, the Company’s obligations under the Bonds (a) are secured equally and rateably
therewith to the satisfaction of the Trustee or benefit from a guarantee or indemnity in substantially
identical terms thereto, as the case may be, or (b) have the benefit of such other security, guarantee,
indemnity or other arrangement as the Trustee in its absolute discretion shall deem to be not materially
less beneficial to the interests of the Bondholders or as shall be approved by an Extraordinary Resolution
of the Bondholders.

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Form of the Bonds and Denomination
The Bonds will be in registered form and in denominations of RMB00,000 (approximately HK$03,20)
each and integral multiples thereof without coupons attached.
Ranking of the Bonds
The Bonds constitute direct, unsubordinated, unconditional and unsecured obligations of the Issuer, and
shall at all times rank pari passu and without any preference or priority among themselves. The payment
obligations of the Company under the Bonds shall, save for such exceptions as may be provided by
applicable legislation and subject to the terms and conditions of the Bonds, at all times rank at least
equally with all its respective other present and future unsecured and unsubordinated obligations.
Listing
No application will be made for the listing of the Bonds on the Stock Exchange or any other stock
exchange. The Company will apply to the Listing Committee of the Stock Exchange for the listing of,
and permission to deal in, the Conversion Shares.
EFFECT ON THE SHARE CAPITAL OF THE COMPANY AS A RESULT OF CONVERSION

Based on the initial conversion price of HK$2.08 and assuming full conversion of the Bonds, the Bonds
will be convertible into 63,746,357 Shares (subject to adjustment), representing approximately 5.78%
of the issued share capital of the Company as at the date of this announcement and approximately
3.63% of the enlarged issued share capital of the Company.

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The following table summarises the effects on the shareholding structure of the Company as a result
of the Bonds Issue:
Assuming full conversion of
the Bonds at the
Name of Shareholder Existing shareholding initial Conversion Price
No. of Shares Percentage No. of Shares Percentage
Controlling Shareholder
Daba International Investments
Limited
Note 1
500,680,000 48.26% 500,680,000 4.68%
Director
YU Longrui
Note 1
(Chairman of the Board and
Chief Executive Officer) 6,544,000 .59% 6,544,000 .38%

Sub-total 57,224,000 49.85% 57,224,000 43.06%
Substantial Shareholder
Chartered Asset Management
Pte Limited 23,204,000 .88% 23,204,000 0.26%
Public
CAM-GTF Limited 73,42,000 7.08% 73,42,000 6.%
Atlantis Investment Management
Limited 59,8,000 5.70% 59,8,000 4.92%
Value Partners Limited
Note 2
54,300,000 5.23% 54,300,000 4.52%
Sanlam Universal Funds plc 52,824,000 5.09% 52,824,000 4.40%
Other public Shareholders 57,48,000 5.7% 57,48,000 3.0%

Sub-total 397,072,000 38.27% 397,072,000 33.05%
Bondholders – – 63,746,357 3.63%

Total ,037,500,000 00.00% ,20,246,357 00.00%

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Notes:
. Daba International Investments Limited is beneficially owned by Mr. Yu Longrui, Mr. Yu Longhui, Ms. Yang
Yahua, Mr. Yu Qiang, Mr. Yang Minyong and Mr. Mo Kafei as to 77.6%, 6.86%, 5.49%, 4.57%, 2.74% and
2.74% respectively. Mr. Yu Longrui is the spouse of Ms. Yang Yahua, brother of Mr. Yu Longhui and Mr. Yu
Qiang, brother-in-law of Mr. Yang Minyong and uncle of Mr. Mo Kaifei. Mr. Yu Longrui is the Chairman
of the Board and the Chief Executive Officer of the Group, and Ms. Yang Yahua is a Director.
Accordingly, Mr. Yu Longrui is considered to be interested in an aggregate of 57,224,000 Shares, representing
49.85% of the issued share capital of the Company.
2. Value Partners Limited is beneficially owned by Cheah Cheng Hye as to 35.65%.
USE OF PROCEEDS

The estimated net proceeds of the Bonds Issue, after deduction of the commissions and the estimated
expenses relating to the issue of the Bonds, are approximately RMB33.8 million (approximately
HK$323.9 million). The Company intends to use the proceeds for the expansion of self-service
communication payment service business of the Group in the PRC.
In recognition of the enormous Chinese market for communication payment services, in December 2006,
the Group ran a pilot programme in Fuzhou, Fujian province, installing a number of smart card vending
terminal in various residential districts and at commercial buildings, shopping arcades and university
student halls to sell smart card credit storage cards. As at 30 September, 2007, the Group had a total
of 650 points-of-sales that have been installed a smart card vending terminal. Sales of smart card was
satisfactory, signalling a very promising market for the product.
The Company plans to roll out the business into other major cities in the PRC in the next 2 to 3 years
by installing a number of smart card vending terminal in Beijing, Shanghai and Chongqing. The
estimated costs of such investments is about RMB330 million (approximately HK$34 million), of
which RMB220 million (approximately HK$227 million) is for the investment cost of the smart card
vending machines and RMB0 million (approximately HK$4 million) is for the working capital
requirement of the business. The Directors expect to finance the balance of such costs out of the internal
funds of the Group.
REASONS FOR AND BENEFITS OF THE BONDS ISSUE

The Bonds Issue will raise immediate funds for the Company which can be used for the purposes of
financing the expansion of self-service communication payment service business of the Group in the
PRC. The Group seeks to capitalise on the current environment of interest rate and the current market
environment of issues of convertible bond to raise capital to facilitate further development and expansion
of the Group. The Directors (including the independent non-executive Directors) are of the view that
the terms of the Subscription Agreement and the Bonds are fair and reasonable and are in the interest
of the Group and the Shareholders as a whole, and consider that the issue of the Bonds will provide
the capital to facilitate the development and expansion of the Company.

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LOCK-UP UNDERTAKINGS GIVEN BY THE COMPANY AND CHAIRMAN

In consideration of the Purchaser agreeing to subscribe for the Bonds, each of the Company and Mr.
Yu Longrui, Chairman of the Board has undertaken to the Purchaser neither it or he nor any person
acting on its or his behalf will at any time during the period commencing on the date of the Subscription
Agreement and ending 90 calendar days after the Closing Date, without the prior written consent of
the Purchaser directly or indirectly:
(i) issue, offer, sell, contract to issue, offer or sell, grant any option to purchase, grant security over,
encumber, pledge or otherwise dispose of (or publicly announce any such issuance, offer, sale or
disposal) (a) any of the Shares or any securities convertible or exchangeable into or exercisable
for Shares or any warrants or other rights to purchase or subscribe or otherwise acquire Shares or
(b) any security or financial product whose value is determined directly or indirectly by reference
to the price of the Shares, including equity swaps, forward sales and options representing the right
to receive any Shares;
(ii) enter into any swap or other arrangement that transfers to another, in whole or in part, any of the
economic consequences of ownership of the Shares;
(iii) deposit any Shares (or any securities convertible or exchangeable into or exercisable for Shares or
any warrants or other rights to purchase or subscribe or otherwise acquire Shares) in any depository
receipt facility;
(iv) enter into a transaction which is designed or which may reasonably be expected to result in any
of the above; or
(v) publicly announce any intention to do any of the above.
GENERAL

The Company will promptly notify the Stock Exchange if it becomes aware of any dealings in the Bonds
by any connected person (as defined in the Listing Rules) of the Company.
Completion of the Subscription Agreement which is expected to take place on or around 8
November 2007, is subject to the satisfaction and/or waiver of the conditions precedent therein. In
addition, the Subscription Agreement may be terminated under certain circumstances. Please refer
to the paragraph headed “SUBSCRIPTION AGREEMENT’’ above for further information.
As the Subscription Agreement may or may not complete and, therefore the Bonds may or may
not be issued, Shareholders and potential investors are advised to exercise caution when dealing
in the Shares.

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The Company has not raised any funds from any issue of equity securities in the last 2 months.
The Group is principally engaged in the design, manufacture and sale of telecommunication equipment
and related products under the brandname “” (DEBAN) in the PRC, self-service communication
payment service business and agency business for telecommunication equipment in the PRC.
The Purchaser is a leading global investment banking, securities and investment management firm.
The Purchaser provides a wide range of services worldwide to a diversified client base that includes
corporations, financial institutions, governments and high-net-worth individuals.
To the best of the Directors’ knowledge, information and belief, the Purchaser and the ultimate beneficial
owners of the Purchaser is a third party independent of the Company and is not a connected person (as
defined in the Listing Rules) of the Company.
On 30 April 2007, the Company granted a general mandate to the Directors at its annual general meeting
to allot and issue up to 207,500,000 Shares, being 20% of the aggregate nominal amount of the issued
share capital of the Company as at the date of the annual general meeting. To date, there has been no
issue of Shares granted under the general mandate.
DEFINITIONS USED IN THIS ANNOUNCEMENT

Unless the context requires otherwise, the capitalized terms used herein shall have the following
meanings:–
“Board” the board of directors of the Company
“Alternative Stock Exchange” at any time, in the case of the Shares, if they are not at that time
listed and traded on the Hong Kong Stock Exchange, such other
internationally recognised stock exchange which is the principal stock
exchange or securities market on which the Shares are then listed or
quoted or dealt in
“Bond(s)” the RMB330,000,000 (approximately HK$340,592,424) in aggregate
principal amount of US dollar settled .0% convertible bonds due on
the Maturity Date convertible into the Shares of the Company
“Bonds Issue” the subscription and issue of the Bonds
“Bondholder(s)” holder(s) of the Bonds from time to time
“Borrowing” at any time, the outstanding principal, capital or nominal amount and
any fixed or minimum premium payable on prepayment or redemption
of any indebtedness for or in respect of indebtedness and any amount
raised by the issue of redeemable shares which are redeemable before
the Maturity Date

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“Change of Control” (i) any Person or Persons acting together acquiring Control of the
Company if such Person or Persons does not or do not have, and
would not be deemed to have, Control of the Company on the Closing
Date; (ii) the Company consolidating with or merging into or selling
or transferring all or substantially all of the Company’s assets to
any other Person, unless the consolidation, merger, sale or transfer
will not result in the other Person or Persons acquiring Control over
the Company or the successor entity; or (iii) one or more Persons
(other than any Person referred to in (i) above) acquiring the legal
or beneficial ownership of all or substantially all of the Company’s
issued share capital
“Closing Date” the date (expected to be or around 8 November 2007 or such later
date, not being later than 4 November 2007 as the Company and
the Purchaser may agree) on which the Bonds are issued
“Closing Price” Closing Price of the Shares for any Trading Day shall be the price
published in the Daily Quotation Sheet published by the Stock
Exchange or, as the case may be, the equivalent quotation sheet of
an Alternative Stock Exchange for such day
“Company” DBA Telecommunication (Asia) Holdings Limited, a company
incorporated in the Cayman Islands with limited liability, the shares
of which are listed on the Stock Exchange
“Control” the acquisition or control of more than 50% of the voting rights of
the issued share capital of the Company or the right to appoint and/or
remove all or the majority of the members of the Company’s board
of directors or other governing body, whether obtained directly or
indirectly, and whether obtained by ownership of share capital, the
possession of voting rights, contract or otherwise
“Conversion Price” the price per Share at which the Bonds may be converted into Shares
which will initially be HK$2.08, and which will be adjusted from time
to time in accordance with the terms and conditions of the Bonds
“Conversion Ratio” the RMB principal amount of each Bond (converted into HK$ at the
fixed exchange rate of HK$.00 = RMB0.9689) divided by the then
Conversion Price
“Conversion Shares” Shares to be allotted and issued by the Company upon conversion of
the Bonds

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“Covenant Trigger Event” any of the following events occur and are continuing: (i) the ratio of
Group Consolidated Borrowings to Group Consolidated EBITDA at
any time is less than 3:; and (ii) the ratio of Group Consolidated
EBITDA to Group Interest Expense at any time is less than 3:, in
each case tested by reference to the most recent financial statements
of the Company for a financial year or a half of the financial year of
the Company
“Directors” directors of the Company
“Early Redemption Amount” for each RMB00,000 principal amount of the Bonds, an amount
which is determined so that it represents for the Bondholder a gross
yield of 6 per cent. per annum, calculated on a semi-annual basis
“Extraordinary Resolution” a resolution passed at a meeting of Bondholders duly convened and
held in accordance with the provisions of the Trust Deed by a majority
consisting of not less than three-quarters of the votes cast
“Group” the Company and its subsidiaries
“Group Consolidated at any time the aggregate amount of all obligations of the Group
Borrowings” for or in respect of Borrowings but excluding any such obligations
to any other member of the Group (and so that no amount shall be
included or excluded more than once)
“Group Consolidated EBITDA” for any Relevant Period, the total consolidated operating profits of
the Group for that Relevant Period (i) before taking into account
(a) Group Interest Expense; (b) interest income; (c) Tax; (d) profits
(or losses) attributable to minority interests in any member of the
Group; (e) all extraordinary and exceptional items; and (f) any share
of the profits (or losses) of any associated company or undertaking,
except for dividends received in cash by any member of the Group;
and (ii) after adding back (a) all amounts provided for depreciation
and amortisation (to the extent already deducted in determining
consolidated operating profit) and (b) any royalties or fees payable
to the Company by any member of the Group

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“Group Interest Expense” in relation to any Relevant Period, the aggregate amount of interest and
any other commissions, fees, premiums or finance charges (whether or
not paid, payable or capitalised) accrued by the Group in that Relevant
Period in respect of indebtedness including (i) the interest element of
leasing and hire purchase payments; (ii) costs which have the same
economic affect as if they were interest or are otherwise treated by
HKFRS as interest; and (iii) amounts in the nature of interest payable
in respect of any shares other than equity share capital, (iv) all
interest capitalised or deferred during such period and not deducted
in determining consolidated net income for such period; and (v) all
debt discount and expense amortised or required to be amortised in
the determination of consolidated net income for such period
“HK$” or “HK dollar” Hong Kong dollars, the lawful currency of Hong Kong
“HKFRS” financial reporting standards in effect in Hong Kong at the time of
preparing the relevant consolidated audited financial statements of
the Group
“Hong Kong” the Hong Kong Special Administrative Region of the People’s
Republic of China
“Listing Rules” the Rules Governing the Listing of Securities on the Stock
Exchange
“Maturity Date” 8 November 202, on which unless previously redeemed, converted
or purchased and cancelled as provided in the terms and conditions
of the Bonds, the Company will redeem each Bond
“Paying, Conversion and the paying, conversion and transfer agency agreement to be entered
Transfer Agency Agreement” into between the Company, The Bank of New York, and The Bank of
New York, London Branch by which The Bank of New York, London
Branch shall be appointed as the principal agent, and the paying,
conversion and transfer agent and The Bank of New York shall be
appointed as the registrar in respect of the Bonds
“Persons” includes any individual, company, corporation, firm, partnership, joint
venture, undertaking, association, organisation, trust, state or agency
of a state (in each case whether or not being a separate legal entity)
but does not include the Company’s board of directors or any other
governing board and does not include the Company’s wholly-owned
direct or indirect Subsidiaries

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“PRC” The People’s Republic of China
“Purchaser” UBS AG, London Branch
“Rate Calculation Date” the day which is two business days before the due date of the relevant
amount under the terms and conditions of the Bonds
“Redemption Date” (i) the date fixed for redemption of the Bonds pursuant to a notice of
redemption given by the Company in accordance with the provisions
of the Trust Deed or (ii) the Maturity Date of the Bonds if they
have not been redeemed, purchased and cancelled or converted in
accordance with its terms prior to the Maturity Date
“Relevant Indebtedness” any present or future indebtedness in the form of, or represented
by, bonds, debentures, debenture stock, loan stock, notes or other
securities which are for the time being, or are capable of being,
quoted, listed, ordinarily dealt in or traded on any stock exchange or
over the counter or other securities market
“Relevant Period” each period of twelve months ending on the last day of the Group’s
financial year and each period of twelve months ending on the last
day of the first half of the Group’s financial year
“Reset Date” 27 April 2009
“Security” mortgage, charge, pledge, lien or other form of encumbrance or
security interest
“Share(s)” ordinary share(s) of HK$0.0 each in the share capital of the
Company
“Shareholder(s)” holder(s) of Shares
“Stock Exchange” L.P. using the AQR function (or
such other information service which is determined to be acceptable
to an independent investment bank selected by the Company and
approved by the Trustee) provided that if there shall occur an event
giving rise to a change in the Conversion Price during any such
period, appropriate adjustments for the relevant days shall be made
for the purpose of calculating the Volume Weighted Average Trading
Price for such days and provided further that where the price is not
available or cannot otherwise be determined as provided above, the
Volume Weighted Average Trading Price of a Share in respect of a
Trading Day shall be the Volume Weighted Average Trading Price,
determined as provided above, on the immediately preceding Trading
Day on which the same can be determined
By Order of the Board
YU Longrui
Chairman and Chief Executive Officer
Hong Kong, 6 November 2007
As at the date of this announcement, the Board comprises:
Executive Directors:
YU Longrui (Chairman and Chief Executive Officer)
ZHENG Feng
CHAN Wai Chuen
YANG Yahua
YEUNG Shing
Independent Non-executive Directors:
ZHENG Qingchang
YU Lun
YUN Lok Ming