Xinjiang Transportation Construction Investment Holding Co., Limited - Tender & Consent - Launch

Xinjiang Transportation Construction Investment Holding Co., Limited

(新疆交通建設投資控股有限公司) (incorporated with limited liability in the People’s Republic of China) (the “Issuer”) Offer and Consent Solicitation in respect of the

U.S.$70,000,000 5.80 per cent. Bonds due 2025 (the “Bonds”) - ISIN XS2480876924

11 APRIL 2023

Full announcement including disclaimers and offer restrictions available via HKEX

"INTRODUCTION

On the date of this Announcement, the Issuer invited Eligible Holders to offer to tender their Bonds for purchase (the “Offer”), upon the terms and subject to the conditions set forth in the Offer and Consent Solicitation Memorandum dated 11 April 2023 (the “Memorandum”). Eligible Holders who validly tender their Bonds on or prior to the Expiration Date (as defined below) are eligible to receive U.S.$1,000 per U.S.$1,000 in aggregate principal amount of such Bonds tendered and accepted for purchase (the “Tender Consideration”) and accrued but unpaid interest (rounded to the nearest U.S.$0.01, with U.S.$0.005 rounded upwards) on the Bonds (“Accrued Interest”) up to (but excluding) the Settlement Date (as defined below).

Concurrent with the Offer, the Issuer invited the holders of the Bonds (each, a “Holder”, and collectively, the “Holders”) to approve (the “Consent Solicitation”) the amendments (the “Proposed Amendments”) to the terms and conditions of the Bonds (the “Conditions”) providing for the addition of a new provision entitling the Issuer an option to, at any time, on giving not less than five days’ notice (an “Optional Redemption Notice”) to the Bondholders (as defined in the

Conditions) in accordance with the Conditions and in writing to the Trustee (as defined in the Conditions) and the Principal Paying Agent (as defined in the Conditions), redeem all, but not some only, of the Bonds on the redemption date specified in the Optional Redemption Notice (the “Optional Redemption Date”) at their principal amount, together with interest accrued but unpaid, if any, to, but excluding, the Optional Redemption Date (the “Early Redemption Option”), as set out in the Memorandum and as proposed by the Issuer for approval by an extraordinary resolution (the “Extraordinary Resolution”) of the Holders by way of Electronic Consent (the “Circulating Resolution”), as further described in the Memorandum. The Proposed Amendments are to be effected by execution of a supplemental trust deed (the “Supplemental Trust Deed”)."

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"PURPOSE

The Offer and the Consent Solicitation are intended to reduce the Issuer’s indebtedness and to enable the Issuer to early redeem any Bonds not purchased pursuant to the Offer."