CStone Pharmaceuticals — M&A Activity 2012

Mar 5, 2012

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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兗州煤業股份有限公司

YANZHOU COAL MINING COMPANY LIMITED

(A joint stock limited company incorporated in the People’s Republic of China with limited liability)

(Stock Code: 1171)

ANNOUNCEMENT

UPDATE REGARDING THE MERGER OF YANCOAL AUSTRALIA LIMTED AND GLOUCESTER COAL LIMTED

On 5 March 2012, Yancoal Australia, the Company and Gloucester entered into an amending deed to the Merger Proposal Deed for the merger of Yancoal Australia and Gloucester.

Reference is made to the announcement of the Company dated 22 December 2011 in respect of the merger of Yancoal Australia and Gloucester by way of a scheme of arrangement (the “ Announcement ”). Terms used herein shall have the same meaning given to them in the Announcement.

The Board is pleased to announce that on 5 March 2012, Yancoal Australia, the Company and Gloucester entered into an amending deed to the Merger Proposal Deed, pursuant to which:

• (i) Gloucester will announce that the Gloucester Board will unanimously recommend the Merger to Gloucester Shareholders and that the Gloucester Directors will vote in favour of the Merger in respect of the Gloucester Shares that they hold, such recommendation being subject to the Independent Expert concluding that the Scheme is in the best interests of Gloucester Shareholders and there being no Superior Proposal;

• (ii) the Company and Gloucester Shareholders will hold 78% and 22% equity

interests in Yancoal Australia respectively following implementation of the Merger (rather than 77% and 23%, respectively, as originally contemplated by the Merger Proposal Deed); and

• (iii) as contemplated by the Announcement, Gloucester Shareholders can elect to receive CVRs (i.e. contingent value rights) in addition to Yancoal Australia Shares. The terms of the CVRs are largely the same as was disclosed in the Announcement, except that there will not be any deferral mechanism. The deferral mechanism referred to the Company’s right to defer (no more than twice) the calculation of the CVR liability for a year in the event that the ASX 200 index falls by more than 20% based on the VWAP for the 90 days ending 18 months after completion of the transaction.

In addition, Yancoal Australia and the Company (and/or certain of their respective related bodies corporate) will enter into other agreements relating to matters associated with the Merger including continuing management of the Excluded Assets by Yancoal Australia, information sharing between Yancoal Australia and the Company, and licensing of the Company’s Longwall Top Coal Caving technology to Yancoal Australia and its related bodies corporate.

In the calendar year 2011, Yancoal Australia produced 13.06 Mt of raw coal and sold 10.06 Mt of coal, and Gloucester produced 4.84 Mt of raw coal and sold 2.85 Mt of coal. After the completion of the Merger, Yancoal Australia will be the largest listed coal company in Australia (by reference to saleable production in the calendar year 2011). The Merger will allow increased coal blending and marketing opportunities and savings in procurements, logistics and overheads, resulting in the potential for substantial synergies to accrue to the enlarged Yancoal Australia.

The Merger is conditional upon the fulfillment or waiver of a number of Conditions, including but not limited to, approvals of the Australia Foreign Investment Review Board, relevant governmental bodies and regulatory authorities in the PRC and Australia, the stock exchanges on which the shares of the Company and Gloucester are listed, the Court and Gloucester Shareholders. It is anticipated that a meeting of Gloucester shareholders will be held in May 2012, with Merger close expected to occur in the second quarter of 2012.

The Merger may or may not be successful and may or may not complete, depending upon, among other things, fulfilment of the Conditions. Shareholders and potential investors are advised to exercise caution when dealing in the Shares.

By order of the board of directors Yanzhou Coal Mining Company Limited Li Weimin

Chairman of the Board

Zoucheng, Shandong Province, the PRC 5 March 2012

As at the date of this announcement, the Directors are Mr. Li Weimin, Mr. Wang Xin, Mr. Zhang Yingmin, Mr. Shi Xuerang, Mr. Wu Yuxiang, Mr. Zhang Baocai and Mr. Dong Yunqing, and the independent non-executive directors of the Company are Mr. Wang Xianzheng, Mr. Cheng Faguang, Mr. Wang Xiaojun and Mr. Xue Youzhi.