13D Filing: Shah Capital Management and UTStarcom Holdings Corp (UTSI)

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(7) Includes (i) 132,305 Ordinary Shares and (ii) 41,650 Ordinary Shares subject to exercise of 41,650 stock options held by Mr. Ti currently or within 60 days of the date hereof.
(c) Except as disclosed in Item 6 below, to the best knowledge of each of the Reporting Persons, none of the Reporting Persons has effected any transactions relating to the Ordinary Shares during the past sixty
(60) days.
(d) Not applicable.
(e) Not applicable.
Item 6. Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.

Item 6 of the Original Schedule 13D is hereby amended and restated in its entirety as follows:

The descriptions of the principal terms of the Proposal Withdrawal Letter and the Consortium Termination Agreement under Item 4, which have
been filed as Exhibit 99.4 and 99.5, are incorporated herein by reference in their entirety.

To the best knowledge of the Reporting
Persons, except as provided herein, there are no other contracts, arrangements, understandings or relationships (legal or otherwise) among the Reporting Persons and between any of the Reporting Persons and any other person with respect to any
securities of the Company.

Item 7. Materials to be Filed as Exhibits.

Item 7 is hereby supplemented by adding the
following exhibits:

Exhibit
No.
Description
99.4 Proposal Withdrawal Letter to the special committee of the board of directors of the Company, dated October 23, 2017.
99.5 Consortium Termination Agreement dated October 23, 2017 by and among Shah Opportunity, Mr. Shah, Mr. Lu, Lu Charitable Trust, Lu Family Trust, Lu Family Partnership and Mr. Ti.

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