According to the announcement of Zhuguang Holdings (01176) by Wisdom Financial News APP, regarding the priority notes, on October 25, 2024, the company and Rongde (the controlling shareholder of the company) entered into a share transfer and options agreement with the holders of the priority notes (note holders), imposing specific performance obligations that Rongde must disclose under Listing Rule 13.18.

According to the share transfer and options agreement, after the subscription is completed, Rongde must transfer a maximum of 0.728 billion shares of subscribed shares (transfer shares) to the note holders based on their absolute discretion, from the completion date of the subscription matters to the maturity date of the priority notes (i.e., September 21, 2025) (maturity date), at a price of HK$0.115 per share of transfer shares (i.e., the closing price of shares reported on the Stock Exchange's website on the last trading day before the date of the share transfer and options agreement), to settle the outstanding accrued but unpaid interest payable to the note holders of the priority notes; and Rongde must deposit the remaining 1.625 billion shares of subscribed shares (remaining shares) into a cash securities trading account (account) after deducting the transfer shares, and must pay a first fixed charge established by the mortgage agent appointed by the note as per the instructions of the Blooming Rose, China Cinda, and Heroic Day (collectively referred to as the "Principal Note Holders"), or deposit the remaining shares into a cash securities trading account set up and maintained by Rongde and an agent or securities broker with good reputation and extensive experience, as agreed between the Principal Note Holders and Rongde, at the request of the Principal Note Holders.

In accordance with Listing Rule 13.17, the disclosure of the remaining shares held in the account must also be made. If the relevant note holders do not require Rongde to transfer any transfer shares to settle the outstanding unpaid interest payable to the note holders in accordance with the share transfer and options agreement, the outstanding unpaid interest payable to the note holders will mature and be payable on the maturity date. As of the date of this announcement, the total principal amount of outstanding priority notes of the company is USD 0.208 billion. Any specific obligations in breach of the terms and conditions of the priority notes (as amended and supplemented from time to time) constitute an event of default.