CITIC Limited — M&A Activity 2015

Apr 16, 2015

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong 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.

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OVERSEAS REGULATORY ANNOUNCEMENT

(This overseas regulatory announcement is issued pursuant to Rule 13.10B of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited)

The following announcement is released by United Envirotech Ltd. (a subsidiary of CITIC Limited) to Singapore Exchange Limited on 16 April 2015:-

Voluntary Unconditional Offer by Rothschild (Singapore) Limited for and on behalf of CKM (Cayman) Company Limited to acquire all the issued and paid-up ordinary shares in the capital of United Envirotech Ltd. – Close of Offer and Level of Acceptances

Hong Kong, 16 April 2015

As at the date of this announcement, the executive directors of CITIC Limited are Mr Chang Zhenming (Chairman), Mr Wang Jiong, Mr Dou Jianzhong and Mr Zhang Jijing; the non-executive directors of CITIC Limited are Mr Yu Zhensheng, Mr Yang Jinming, Ms Cao Pu, Mr Liu Zhongyuan and Mr Liu Yeqiao; and the independent non-executive directors of CITIC Limited are Mr Alexander Reid Hamilton, Mr Francis Siu Wai Keung, Dr Xu Jinwu, Mr Anthony Francis Neoh and Ms Lee Boo Jin.

VOLUNTARY UNCONDITIONAL OFFER

by

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ROTHSCHILD (SINGAPORE) LIMITED

(Company Registration No. 197301242C) (Incorporated in the Republic of Singapore)

for and on behalf of

CKM (CAYMAN) COMPANY LIMITED

(Company Registration No.MC-292230) (Incorporated in the Cayman Islands)

to acquire all the issued and paid-up ordinary shares in the capital of

UNITED ENVIROTECH LTD.

(Company Registration No. 200306466G) (Incorporated in the Republic of Singapore)

other than those already owned, controlled or agreed to be acquired by CKM (Cayman) Company Limited

CLOSE OF OFFER AND LEVEL OF ACCEPTANCES

1. INTRODUCTION

Rothschild (Singapore) Limited (“ Rothschild ”) refers to the offer document dated 19 March 2015 (the “ Offer Document ”) in relation to the voluntary conditional offer by Rothschild, for and on behalf of CKM (Cayman) Company Limited (the “ Offeror ”) to acquire all the issued and paid-up ordinary shares in the capital of United Envirotech Ltd. (the “ Company ”) other than those already owned, controlled or agreed to be acquired by the Offeror (the “ Offer ”). As announced by Rothschild, for and on behalf of the Offeror on 26 March 2015, the Offer had become and been declared unconditional in all respects on 26 March 2015.

All capitalised terms not defined herein shall have the same meaning as used in the Offer Document.

2. CLOSE OF THE OFFER

Rothschild wishes to announce, for and on behalf of the Offeror, that the Offer has closed at 5.30 p.m. (Singapore time) on 16 April 2015 (the “ Final Closing Date ”).

Accordingly, the Offer is no longer open for acceptances and any acceptances received after 5.30 p.m. (Singapore time) on the Final Closing Date will be rejected.

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3. FINAL LEVEL OF ACCEPTANCES AND AGGREGATE HOLDINGS

In accordance with Rule 28.1 of the Code, Rothschild wishes to announce, for and on behalf of the Offeror, that:

3.1 Acceptances of the Offer

Based on information provided to the Offeror, as at 5.30 p.m. (Singapore time) on the Final Closing Date, the Offeror has received, pursuant to the Offer, valid acceptances in respect of 839,541,349 Offer Shares[1] , representing approximately 85.80% of the total number of issued UEL Shares[2] .

3.2 UEL Shares held before the Offer Period

As at 11 November 2014, being the date immediately prior to the Pre-Conditional Offer Announcement Date, the Offeror and its Concert Parties collectively owned or controlled an aggregate of 285,609,818 UEL Shares, representing approximately 29.19%[3] of the total number of issued UEL Shares.

3.3 Offer Shares acquired or agreed to be acquired during the Offer Period

From the Pre-Conditional Offer Announcement Date and up to 5.30 p.m. (Singapore time) on the Final Closing Date, save for the acceptances tendered pursuant to the Offer stated in paragraph 3.1 above, neither the Offeror nor any of its Concert Parties has acquired or agreed to acquire any further UEL Shares.

3.4 Aggregate holdings of Company securities

Accordingly, based on information provided to the Offeror, as at 5.30 p.m. (Singapore time) on the Final Closing Date, the Offeror and its Concert Parties owned, controlled or have agreed to acquire:

• (a) an aggregate of 839,541,349 UEL Shares, representing approximately 85.80% of the total number of issued UEL Shares; and

• (b) US$44.0 million in principal amount of Convertible Bonds which are convertible into 117,926,189 new UEL Shares, representing approximately 10.23% of the enlarged total number of UEL Shares[4] .

1 This includes 285,609,818 UEL Shares tendered in acceptance of the Offer by KKR China Water Investment Holdings Limited pursuant to its irrevocable undertaking in favour of the Offeror dated 11 November 2014.

2 Unless otherwise stated, references in this Announcement to the total number of issued UEL Shares are based on 978,485,868 UEL Shares (based on a search conducted at the Accounting and Corporate Regulatory Authority of Singapore on the Final Closing Date). As at the Final Closing Date, the Company does not hold any UEL Shares in treasury.

3 Based on the total number of issued UEL Shares of 963,361,368 as at 11 November 2014, the percentage shareholding interest of the Offeror and its Concert Parties as at 11 November 2014 was approximately 29.65%.

4 The reference in this Announcement to the enlarged total number of UEL Shares is based on a total of 1,152,237,557 UEL Shares, and this figure has been arrived at on the basis set out in Section 9.1 of the Offer Document.

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4. RESPONSIBILITY STATEMENT

The directors of the Offeror (including those who may have delegated detailed supervision of this Announcement) have taken all reasonable care to ensure that the facts stated and all opinions expressed in this Announcement are fair and accurate and that no material facts have been omitted from this Announcement, and they jointly and severally accept responsibility accordingly.

Where any information has been extracted or reproduced from published or otherwise publicly available sources (including without limitation, information relating to the UEL Group), the sole responsibility of the directors of the Offeror has been to ensure, through reasonable enquiries, that such information is accurately and correctly extracted from such sources or, as the case may be, accurately reflected or reproduced in this Announcement.

Issued by

ROTHSCHILD (SINGAPORE) LIMITED

For and on behalf of CKM (CAYMAN) COMPANY LIMITED

16 April 2015

Any inquiries relating to this Announcement or the Offer should be directed during office hours to:

Rothschild (Singapore) Limited Rohit Elhence Managing Director

Tel: (65) 6535 8311 Fax: (65) 6535 9109 Address: One Raffles Quay, North Tower #10-02, Singapore 048583

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