Datang microelectronics operation said denied intervention Huaping false statement

Sina Francisco December 6th Warburg Pincus for since July of last year and Datang Telecom cooperation and disputes about the official announcement, said that in order to protect the interests of foreign capital, has received Datang Telecom (Hongkong) held by Datang Telecom (Holdings) equity. Hua Ping for the announcement, Datang Telecom issued a statement to Sina Technology, called to prevent some of the facts and the fact that there are large differences in the report to mislead the majority of investors, specifically for the following clarification:

1, China Ping said in a statement, Datang Telecom Datang Datang's operation has serious and unreasonable interference". The fact is: in strict accordance with the provisions of the "micro joint venture law", establish a sound corporate governance structure and improve the major matters of the company by the board of directors, general manager and other senior management personnel are appointed by the board of directors, Datang Telecom as the company shareholders had never intervened in Microelectronics company. The Chinese side of the board of directors of Datang Telecom Datang Telecom approved the management of personnel changes criticized, proposed to be approved by the Warburg group prior approval."

2, Huaping statement says "Datang Telecom is not in accordance with the investment agreement to complete the reorganization and to issue convertible bonds series B flat". The fact is: since the China Commission in July 21, 2004 promulgated the "the norms on the domestic listed companies listed companies related issues notice" to the outside, "the documents of listed companies for overseas listing, shall comply with the" net profit of listed companies by the equity enjoys the most recent fiscal year consolidated in affiliated enterprises the consolidated financial statements of listed companies shall not exceed 50% of the net profit. "" Datang microelectronics as a significant impact on the profits of Datang Telecom companies, the above provisions of the promulgation of the company and the Hua Ping group has reached a continuation of the implementation of the cooperation agreement had a significant impact. Datang Telecom has been flat to make a prompt, but Warburg has not been a clear answer, resulting in B bonds issued on schedule. Subsequently, Datang Telecom is still clear that it is willing to restructure and Xiang Huaping issued B Series Convertible Bonds, asked to discuss the program, Warburg has put forward many conditions. Datang Telecom failed to communicate with several times, resulting in B bonds so far failed to issue.

3, China Ping said in a statement, Datang Telecom through related party transactions and the transfer of Datang microelectronics accounted for 160 million yuan of funds, against the interests of small shareholders of Warburg group". The fact is: the fund Warburg group mentioned in the transfer, of which 46 million 440 thousand yuan is used in office building construction company R & D and production workshop for microelectronics company in the process, the company temporarily supported by the microelectronic pad part of the construction cost, the rest is normal business transactions company and microelectronics company produced in the production process. As a result of the current payment is not timely return, as well as some of the funds to meet the provisions of the relevant provisions of the company's articles of association transaction approval procedures, resulting in the above matters. According to the peace group and Datang Telecom and China investment agreement, July 9, 2004, wholly owned by Datang Telecom Datang Telecom (Hongkong) Co. Ltd., and to provide guarantees to its holdings of Datang Telecom (Holdings) Limited 100% equity as collateral, eight investment institutions targeted capital's flat to Datang holdings issued $28 million 430 thousand (about 236 million yuan) of convertible bonds, bonds received 82 million yuan of funds for the acquisition of 31.71% equity holdings of Datang Datang microelectronics, the remaining 154 million yuan will be invested Datang microelectronics company, for the development and production of microelectronics in terms of chip, make its further development to obtain funds for business. Datang microelectronics since its inception in 2001, Datang Telecom has been for two consecutive years to provide nearly 250 million yuan a year for Datang microelectronics financing guarantee. Datang microelectronics to make a greater contribution is precisely the so-called violated the interests of small shareholders of Warburg group, Datang telecom. And in order to solve the so-called associated capital occupation, the company also took positive measures, the initiative to repay part of the money in order to eliminate differences.

4, Huaping statement says "although Huaping given Datang Telecom six months to resolve the event of default, and strict deadline pointed out the consequences of a breach of contract and rectify the breach, Datang Telecom has not taken action". The fact is: in the Hua Ping group announced that the company called "default" after the incident, Datang Telecom and China Ping group communication has not stopped, the company also take active measures to take the initiative to repay part of the money to eliminate differences. Warburg's statement is inconsistent with the facts.

At present, Datang Telecom and China Ping group cooperation have some differences, but if Huaping stated, there is no legal action between the two sides, we are willing to discuss how to eliminate the differences and the next step in cooperation with Hua ping. We hope that China Ping group can be as stated in the statement: communicate directly with Datang Telecom, to find a solution to the problem". At the same time, the company will take all necessary measures to safeguard the legitimate rights and interests of the company and the majority of investors, Datang Telecom vigorously develop the determination of the microelectronics industry will never waver.

Datang Telecom as A shares of listed companies, there are true, accurate and complete information disclosure obligations and concerns about the company's public media reports, but the company not to press releases or a reporter asked the other form instead of the company announcement. "China Securities Journal" and "Shanghai Securities News" for the company to choose the information disclosure of the press, the company released the information in the above mentioned