Issuer

Greentown China

Investor

Wharf

Convertible bond principal

HK$2.5 billion

Issue price

100% of the convertible debt principal amount

Expiry date

No expiration date

Interest

In the five years prior to the issuance, the annual interest rate of the notes is 9%; the fifth to tenth years are 9% + 2%; the tenth year is 9% + 2% + the Treasury bond rate. Interest is paid on the first anniversary after the date of issue and is paid semi-annually.

Conversion period

Change at any time after the expiration of the 3-year period from the date of issue. However, 1) if an offer is made to greentown shareholders for all shares in circulation in greentown China, the convertible bond may be converted at any time upon or after the formal offer is made in accordance with applicable rules or regulations; or 2) The event of default occurs and persists, and the convertible bond can be converted.

Conversion price

Greentown China shares per share of 7.40 Hong Kong dollars.

Issuer redemption

After the issue date, the issuer may redeem all or part of the convertible bonds at any time, together with all outstanding interest and accrued interest on the date of the original redemption, the redemption price is as follows: 1) within the first anniversary (excluding the day, the same below), at the principal amount of 103.5%; 2) at the second anniversary, at the principal amount of 107.0%; 3) within the third anniversary, at the principal amount of 110.5%; 4) within the fourth year, at the principal amount 114.0%; 5) After the fourth anniversary date, 117.5% of the principal amount.