Comtec Solar to Receive Strategic Investment from TPG Capital

TPG to Invest up to HK$1.2 billion (US$150 million)

HK$780 million Convertible Bond, Plus HK$390 million Warrants

HONG KONG, April 19, 2011 /PRNewswire-Asia/ -- Comtec Solar Systems Group Limited (HKSE: 712, "Comtec" or "the Company", together with its subsidiaries the "Group"), a global leader in the manufacture of monocrystalline solar wafers, announced today that the Group has entered into an agreement with TPG Capital ("TPG"), under which TPG will invest HK$780 million through the subscription of newly issued convertible bonds with warrants.

John Zhang, Chairman of Comtec, said, "We welcome the investment from TPG Capital and see significant upside from TPG's financial and operational value-add.  With TPG's proven track record of helping companies to achieve dramatic success, we see a bright future for the continued profitable growth of Comtec Solar and believe a partnership with TPG is highly complementary to our existing strategy."

Mr. Keith Chau, CFO of Comtec, added, "With this long-term partnership with TPG, it not only further strengthens our financial situation but also enhances our competitive position in the market."

Under the agreement, TPG has agreed to subscribe for unsecured convertible bonds due 2016 in the aggregate principal amount of HK$780 million.  The bonds are zero interest and will be convertible into Comtec's new ordinary shares at an initial conversion price of HK$3.90 per ordinary share.  The bonds will be redeemed at par if not converted after five years.

In addition, TPG will receive 95 million warrants with the right to subscribe for one ordinary share each, with an initial exercise price of HK$4.10 per warrant. The warrants have a maturity of five years.  If the warrants are exercised in full, TPG will invest an additional HK$390 million and receive 95 million new ordinary shares in Comtec.

In total, TPG will invest HK$1,170 million (US$150 million) and hold 295 million ordinary shares, equivalent to approximately 21% of the total enlarged issued share capital of Comtec, assuming the bonds are fully converted and the warrants are fully exercised.

Upon closing, the Group will receive the HK$780 million (or approximately US$100 million) of gross proceeds from the issuance of the convertible bonds, which will be used for further expansion of production capacity.  In addition, the Group expects to raise a further HK$390 million (or approximately US$50 million) upon the full exercise of the warrants.

Stephen Peel, Managing Partner of TPG Asia, said, "The investment in Comtec is consistent with TPG's strategy of collaborating with high quality companies in China.  Comtec is our first China-based solar investment, and we are confident in Comtec's ability to expand successfully.  We believe the strengths of both parties will contribute to an effective partnership."

Donald Huang, Vice President of TPG, added, "Comtec, with leading positions in technology, conversion efficiency and cost, is one of the strongest players in the sector.  TPG has a long history of partnering with high quality technology companies, and we will support Comtec with our capital and operational expertise."

About Comtec Solar Systems Group Ltd (HK: 712)

Comtec Solar is a leading monocrystalline solar ingot and wafer manufacturer in the PRC.  With its production base in Shanghai, it focuses on the design, development, manufacture and marketing of high-quality solar wafers. Comtec Solar, founded in 1999 and tapped into the solar wafer industry in 2004, is one of the first manufacturers in China to be able to mass produce 156mm x 156mm monocrystalline solar wafers with a thickness of approximately 170 microns. It has accumulated strong industry experience in the manufacture of semiconductor ingots and wafers. Comtec Solar currently supplies most of its solar products to the leading solar cell/module manufacturers. Listed on the Main Board of the SEHK on Oct. 30, 2009, it is committed to enhancing product quality as well as developing new and innovative solar wafers. As it is well positioned to benefit from the growth of the solar PV industry, the Company aims to broaden its customer base internationally. For more information please visit http://www.comtecsolar.com.

About TPG Capital

TPG is a leading private investment firm founded in 1992 with US$48 billion of assets under management and offices in San Francisco, Beijing, Fort Worth, Hong Kong, London, Luxembourg, Melbourne, Moscow, Mumbai, New York, Paris, Shanghai, Singapore and Tokyo. TPG's investments span a variety of industries including technology, financial services, travel and entertainment, industrials, retail, consumer, media and communications, and healthcare.  Current and prior TPG portfolio companies in the technology sector include MEMC, ON Semiconductor, Freescale, Aptina, Seagate, Lenovo, Avaya, Alltel, IMS, Sabre, Vertafore, SunGard and Intergraph.

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