Sunac China Holdings China Limited - Debt Restructuring - Scheme

VOLUNTARY ANNOUNCEMENT PROGRESS OF OFFSHORE DEBT RESTRUCTURING

04 MAY 2023

Full announcement including disclaimers and offer restrictions available via SGX

"This announcement is made by Sunac China Holdings Limited (the “Company”) on a voluntary basis. References are made to the announcements (the “Announcements”) of the Company dated 28 March 2023 and 20 April 2023 in relation to the restructuring supporting agreement entered into by, among others, the Company and the AHG, the submission of letters to accede to the RSA by creditors holding over 75% of the Existing Debt and the extension of Consent Fee Deadline by the Company. Unless otherwise defined, capitalized terms used in this announcement have the same meanings defined in the Announcements.

The Company is pleased to announce that, as at the Extended Consent Fee Deadline (being 5:00 p.m. Hong Kong time on 4 May 2023), Consenting Creditors holding approximately 85% of the Existing Debt have acceded to the RSA.

As set out in the Announcements, the Consent Fee shall be payable on or prior to the Restructuring Effective Date, provided that the Consenting Creditor, among other things:

(a) holds or has acquired its Eligible Restricted Debt in compliance with the relevant provisions of the RSA;

(b) votes the aggregate amount of the Existing Debt held by it at the Record Time in favour of the Scheme at the Scheme Meeting (whether in person or by proxy); and

(c) has not exercised its rights to terminate the RSA and has not breached any of the relevant terms and conditions of the RSA in any material respect.

The Company appreciates the broad support from its offshore creditors and will make further announcement(s) on the progress of the Restructuring as and when appropriate. Holders of the Company’s securities and potential investors of the Company are reminded to exercise caution when dealing in the securities of the Company.

By order of the Board

Sunac China Holdings Limited

SUN Hongbin

Chairman"

---

SIGNIFICANT PROGRESS OF OFFSHORE DEBT RESTRUCTURING (1) ENTRY INTO RSA WITH AHG; AND (2) INVITING OTHER CREDITORS TO ACCEDE TO RSA

28 MARCH 2023

Full announcement including disclaimers and offer restrictions available via SGX

"References are made to the announcements issued by the Company on the Stock Exchange dated 12 May 2022, 4 July 2022, 8 September 2022, 15 September 2022 and 9 December 2022 concerning, among other things, the status of certain offshore debts of the Company.

UPDATE ON THE OFFSHORE DEBT RESTRUCTURING

The Group would like to provide an update to the market on the significant progress made regarding the restructuring of its offshore debt.

...

Significant Progress of the Restructuring

Over the past few months, the Company and members of the AHG, together with their respective advisors, have been engaged in constructive dialogue towards a consensual restructuring of the Company’s offshore indebtedness.

The Company is pleased to announce that on 28 March 2023, it reached agreement with the AHG representing over 30% of the aggregate outstanding principal amount of the Existing Debt on the terms of the Restructuring, which are memorialized in the RSA.

The contemplated Restructuring is intended to (i) provide the Company with a long-term, sustainable capital structure; (ii) allow adequate financial flexibility and sufficient runway to stabilize the business; and (iii) protect the

rights and interests, and maximize value, for all stakeholders. Broad-based support is required to facilitate a successful Restructuring, and the Company sincerely asks all holders of the Existing Debt who have not signed the

RSA to accede to the RSA as soon as possible."

...