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BOC Aviation Limited Capital/Financing Update 2016

May 18, 2016

50694_rns_2016-05-18_5296a96a-fbb7-4a50-90c9-9d7aabd46fe5.pdf

Capital/Financing Update

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Hong Kong Exchanges and Clearing Limited, The Stock Exchange of Hong Kong Limited and Hong Kong Securities Clearing Company Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

This announcement is for information purposes only and does not constitute an offer or an invitation to induce an offer by any person to acquire, purchase or subscribe for any securities. Potential investors should read the Prospectus for detailed information about the Company and the Global Offering before deciding whether or not to invest in the Offer Shares.

This announcement is not for release, publication, distribution, directly or indirectly, in or into the United States or any other jurisdiction where such distribution is prohibited by law. This announcement does not constitute and is not an offer to sell or a solicitation of any offer to buy securities in Hong Kong, Singapore, the United States or elsewhere. The securities referred to in this announcement have not been and will not be registered under the U.S. Securities Act or any state securities laws of the United States and may not be offered or sold in the United States absent registration under the U.S. Securities Act or except pursuant to an applicable exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act. There will be no public offering of securities of the Company in the United States or Singapore.

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BOC AVIATION LIMITED 中銀航空租賃有限公司*

(Incorporated in the Republic of Singapore with limited liability)

Stock code: 2588

MIXED MEDIA OFFER

The Company will be issuing the Prospectus on Thursday, 19 May 2016 in connection with the proposed Global Offering. An application has been made by the Company to the Listing Committee of the Stock Exchange for the granting of the approval for the listing of, and permission to deal in, the Shares in issue and to be issued pursuant to the proposed Global Offering. Dealings in the Shares on the Stock Exchange are expected to commence at 9:00 a.m. on Wednesday, 1 June 2016.

The Company will be relying on Section 9A of the Companies (Exemption of Companies and Prospectuses from Compliance with Provisions) Notice (Chapter 32L of the Laws of Hong Kong) and will be issuing the WHITE and YELLOW Application Forms without them being accompanied by a printed prospectus. The contents of the printed prospectus are identical to the electronic version of the prospectus which can be accessed and downloaded from the websites of the Company at www.bocaviation.com and the Stock Exchange at www.hkexnews.hk under the “ HKExnews > Listed Company Information > Latest Listed Company Information ” section, respectively.

— 1 —

Members of the public may obtain a copy of the printed prospectus, free of charge, upon request during normal business hours from 9:00 a.m. on Thursday, 19 May 2016 until 12:00 noon on Tuesday, 24 May 2016 at the following locations:

  1. any of the following branches of the receiving bank for the Hong Kong Public Offering:

Bank of China (Hong Kong) Limited

Hong Kong Island
Kowloon
New Territories
Branch Name
Bank of China Tower
Branch
Sheung Wan Branch
409 Hennessy Road
Branch
King’s Road Branch
Chai Wan Branch
Shanghai Street
(Mong Kok) Branch
Tsim Sha Tsui East
Branch
Mei Foo Mount Sterling
Mall Branch
East Point City Branch
Citywalk Branch
Shatin Branch
Kau Yuk Road Branch
Address
3/F, 1 Garden Road,
Central
Shop 1-4, G/F, Tung Hip
Commercial Building,
244-248 Des Voeux
Road Central
409-415 Hennessy
Road, Wan Chai
131-133 King’s Road,
North Point
Block B, Walton Estate,
341-343 Chai Wan
Road, Chai Wan
611-617 Shanghai
Street, Mong Kok
Shop 3, LG/F, Hilton
Towers,
96 Granville Road,
Tsim Sha Tsui East
Shop N47-49
Mount Sterling Mall,
Mei Foo Sun Chuen,
Mei Foo
Shop 101, East Point
City, Tseung Kwan O
Shop 65, G/F, Citywalk,
1 Yeung Uk Road, Tsuen
Wan
Shop 20, Level 1, Lucky
Plaza, 1-15 Wang Pok
Street, Sha Tin
18-24 Kau Yuk Road,
Yuen Long

— 2 —

  1. any of the following offices of the Joint Global Coordinators:

  2. (a) BOCI Asia Limited , at 26/F, Bank of China Tower, 1 Garden Road, Hong Kong;

  3. (b) Goldman Sachs (Asia) L.L.C. , at 68th Floor, Cheung Kong Center, 2 Queen’s Road Central, Hong Kong;

  4. (c) Morgan Stanley Asia Limited , at Level 46, International Commerce Centre, 1 Austin Road West, Kowloon, Hong Kong; and

  5. the Depository Counter of HKSCC at 1/F, One & Two Exchange Square, 8 Connaught Place, Central, Hong Kong.

Details of where printed prospectuses may be obtained will be displayed prominently at every branch of Bank of China (Hong Kong) Limited where WHITE Application Forms are distributed.

During normal business hours from 9:00 a.m. on Thursday, 19 May 2016 until 12:00 noon on Tuesday, 24 May 2016, at least three copies of the printed prospectus will be available for inspection at every location where the WHITE and YELLOW Application Forms are distributed as set out in “How to Apply for Hong Kong Offer Shares” in the Prospectus.

In this announcement, unless the context otherwise requires, the following terms shall have the meanings set out below:

Application Form(s)

the WHITE Application Form(s), YELLOW Application Form(s) and GREEN Application Form(s) or, where the context so requires, any of them

Board

the board of directors of the Company

Company

BOC Aviation Limited, a company incorporated under the laws of Singapore with limited liability on 25 November 1993

Director(s)

the director(s) of the Company

— — 3

Global Offering ” the Hong Kong Public Offering and the International Offering

  • HKSCC

  • Hong Kong Securities Clearing Company Limited, a wholly-owned subsidiary of Hong Kong Exchanges and Clearing Limited

  • Hong Kong

  • the Hong Kong Special Administrative Region of the People’s Republic of China

  • Hong Kong Public Offering

  • the proposed offering of Shares to the public in Hong Kong for subscription, on and subject to the terms and conditions set out in the Prospectus and the Application Forms

  • International Offering

  • the proposed offering of Shares for subscription or purchase (as the case may be), (a) in the United States solely to qualified institutional buyers (within the meaning of Rule 144A under the U.S. Securities Act) pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act or (b) outside the United States in offshore transactions in reliance on Regulation S, in each case on and subject to the terms and conditions of the International Underwriting Agreement (as defined in the Prospectus)

  • Joint Global Coordinators

  • BOCI Asia Limited, Goldman Sachs (Asia) L.L.C. and Morgan Stanley Asia Limited

  • Listing Committee

  • the listing committee of the Stock Exchange

  • Listing Date

  • the date, expected to be on or about 1 June 2016, on which the Shares are first listed and from which dealings in the Shares are permitted to take place on the Main Board of the Stock Exchange

  • Prospectus

  • the prospectus to be issued on Thursday, 19 May 2016 by the Company

  • Shares

  • ordinary shares in the share capital of the Company

— 4 —

  • Stock Exchange

The Stock Exchange of Hong Kong Limited

  • U.S. Securities Act

the United States Securities Act of 1933, as amended

  • United States

the United States of America, its territories and possessions, any state of the United States and the District of Columbia

  • For identification purpose only

By order of the Board BOC Aviation Limited Chen Siqing Chairman

Hong Kong, 18 May 2016

As at the date of this announcement, the Board of Directors of the Company comprises Mr. Chen Siqing as Chairman and Non-executive Director, Mr. Robert James Martin and Mr. Wang Genshan as Executive Directors, Mr. Li Mang, Mr. Zhuo Chengwen and Ms. Zhu Lin as Non-executive Directors and Mr. Fu Shula, Mr. Antony Nigel Tyler and Mr. Dai Deming as Independent Non-executive Directors.

— — 5