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eHi Car Service Limited - Exchange Offer 2024 (XS) - Update

eHi Car Services Limited (incorporated in Cayman Islands with limited liability) (the “Issuer”) (1) EXCHANGE OFFER FOR THE OUTSTANDING 7.75% SENIOR NOTES DUE 2024 (ISIN: XS2335327388; COMMON CODE: 233532738; STOCK CODE: 40679) MINIMUM COUPON OF THE NEW NOTES

13 MARCH 2024


Full announcement, including disclaimers and offer/distribution restrictions available via Hong Kong Exchanges and Clearing Company Ltd


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"The Company is pleased to announce that the minimum coupon of the New Notes will be 12.000% per annum. The Company will make a further announcement in respect to the results of the Exchange Offer and the actual coupon of the New Notes in due course."


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eHi Car Services Limited (incorporated in Cayman Islands with limited liability) (the “Issuer”) (1) EXCHANGE OFFER FOR THE OUTSTANDING 7.75% SENIOR NOTES DUE 2024 (ISIN: XS2335327388; COMMON CODE: 233532738; STOCK CODE: 40679); AND (2) PROPOSED ISSUANCE OF NEW SENIOR NOTES

11 MARCH 2024


Full announcement, including disclaimers and offer/distribution restrictions available via Hong Kong Exchanges and Clearing Company Ltd


On March 11, 2024, the Company commenced the Exchange Offer with respect to the Exchange Notes held by non-U.S. persons outside the United States. The Exchange Offer is being made upon the terms and subject to the conditions set forth in the Exchange Offer Memorandum.

The Company has mandated Deutsche Bank AG, Singapore Branch and J.P. Morgan Securities plc as the Dealer Managers in relation to the Exchange Offer. The Company has also mandated D.F. King Ltd. as the Information and Exchange Agent. For detailed descriptions of the terms and conditions of the Exchange Offer, Eligible Holders should refer to the Exchange Offer Memorandum.


The Company will make a further announcement in respect to the results of the Exchange Offer in due course. The New Notes are intended to be listed on the SGX-ST. Approval inprinciple has been received from the SGX-ST for the listing of the New Notes on the SGXST. The SGX-ST assumes no responsibility for the correctness of any of the statements made, opinions expressed or reports contained herein. Approval in-principle for the listing of the New Notes on the SGX-ST is not to be taken as an indication of the merits of the Exchange Offer, the Company, the Subsidiary Guarantors, or any of their respective subsidiaries or associated companies (if any), the New Notes or the Subsidiary Guarantees. The New Notes, if traded on the SGX-ST, will be traded in a minimum board lot size of US$200,000 for so long as the New Notes are listed on the SGX-ST and the rules of the SGX-ST so require."


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"Exchange Consideration


For each US$1,000 principal amount of the outstanding Exchange Notes that is validly tendered prior to the Expiration Deadline and accepted for exchange, an Eligible Holder of such Exchange Notes will receive the Exchange Consideration consisting of:

a. US$200 upfront repayment of principal of the Exchange Notes in cash on the Settlement Date;

b. a principal amount of the US$ denominated senior notes due 2027 (the “New Notes”) equal to US$800 multiplied by the exchange ratio of 105%;

c. exchange fee of US$35 in cash;

d. Fractional Cash Payment; and

e. any Accrued Interest.


Conditions to Consummation of the Exchange Offer


The consummation of the Offer is subject to the satisfaction or waiver of the following conditions:


• not less than the Minimum Acceptance Amount of the Exchange Notes shall have been validly tendered prior to the Expiration Deadline;

• there being no material adverse change in the market from the date of the Exchange Offer Memorandum to the Settlement Date;

• an affirmative determination by the Company that accepting the exchanges, paying the Exchange Consideration and effecting the transactions contemplated hereby are in its best interests; and

• other conditions as set forth in the Exchange Offer Memorandum."


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