Dida Inc. — Capital/Financing Update 2017

Nov 20, 2017

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COSCO SHIPPING ENERGY TRANSPORTATION CO., LTD.* 中遠海運能源運輸股份有限公司

(a joint stock limited company incorporated in the People’s Republic of China with limited liability) (Stock Code: 1138)

MAJOR TRANSACTION CONSTRUCTION OF NEW VESSELS

On 20 November 2017, the Company entered into the Agreements with the Vendor for the construction of the VLCCs and the Suezmaxs. The total consideration for the construction of the VLCCs and the Suezmaxs is RMB 3,673,154,400 (equivalent to approximately HK$4,328,079,370).

The entering into of the Agreements constitutes a major transaction of the Company under the Listing Rules as certain of the applicable percentage ratios (as defined under the Listing Rules) in respect of the transactions exceed 25% but are all less than 100%.

The EGM will be convened for the Shareholders to consider and, if thought fit, approve, among other things, the Agreements and the transactions contemplated thereunder.

A circular containing, among other things, (i) further details of the Agreements and the transactions contemplated thereunder; and (ii) a notice convening the EGM, is expected to be despatched to the Shareholders on or before 11 December 2017.

The Agreements

On 20 November 2017, the Company entered into the Agreements with the Vendor for the construction of the VLCCs and the Suezmaxs. The total consideration for the construction of the VLCCs and the Suezmaxs is approximately RMB 3,673,154,400 (equivalent to approximately HK$4,328,079,370). The consideration is determined by reference to the market price of crude oil tankers ranging in sizes from 280,000 to 320,000 dead weight tons and 150,000 to 160,000 dead weight tons respectively during the past 6 months.

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There are no other transactions in the past 12 months which require aggregation under the Listing Rules.

To the best of the Directors’ knowledge, information and belief having made all reasonable enquiries, the Vendor and its ultimate beneficial owners are independent third parties not connected with the Company and its connected persons (as defined in the Listing Rules).

The Directors consider that the terms of the Agreements are determined on an arm’s length basis, and fair and reasonable and in the interests of the Company and the Shareholders as a whole.

Terms of the Agreements

The prices of the VLCCs and the Suezmaxs will be payable in RMB in cash. Relevant payments under each of the Agreements will be payable in 5 instalments at various stages of the construction of the relevant VLCC and the Suezmaxs, in the proportion of 5%, 10%, 10%, 10% and 65% of the aggregate price of the relevant VLCC and the Suezmaxs respectively.

VLCCs

The expected delivery dates for each of the VLCCs are on or before 31 August 2020, 31 October 2020, 31 December 2020 and 31 March 2021, respectively.

Each of the Agreements provides that there will be no adjustment in the price of the relevant VLCC if the delivery is delayed for a period not exceeding 30 days. If the delay exceeds such period of time but does not exceed 210 days, respectively, there will be a reduction in the price of the relevant VLCC determined on the basis of the extent of the delay. Such reductions in the price will be calculated based on daily reduction rates of RMB 100,500 (equivalent to approximately HK$118,419) per day, subject to a maximum aggregate amount of reductions of RMB 18,090,000 (equivalent to approximately HK$21,315,455) in respect of each VLCC. Under the Agreements, delay will be permitted on account of force majeure events.

If the delay exceeds 210 days, unless the parties agree otherwise, the Company has the right to refuse to accept delivery of the relevant VLCC in which case all payments paid under the relevant Agreement together with interests will be refunded to the Company.

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Suezmaxs

The expected delivery dates for each of the Suezmaxs are on or before 31 August 2020, 30 November 2020 and 31 January 2021, respectively.

Each of the Agreements provides that there will be no adjustment in the price of the relevant Suezmax if the delivery is delayed for a period not exceeding 45 days. If the delay exceeds such period of time but does not exceed 225 days, there will be a reduction in the price of the relevant Suezmax determined on the basis of the extent of the delay. Such reductions in the price will be calculated based on daily reduction rates of RMB 67,000 (equivalent to approximately HK$78,946) per day, subject to a maximum aggregate amount of reductions of RMB 12,060,000 (equivalent to approximately HK$14,210,303) in respect of each Suezmaxs. Under the Agreements, delay will be permitted on account of force majeure events.

If the delay exceeds 225 days, unless the parties agree otherwise, the Company has the right to refuse to accept delivery of the relevant Suezmax in which case all payments paid under the relevant Agreement together with interests will be refunded to the Company.

There will be other downward adjustments in price of the relevant VLCC and Suezmax if its performance (such as speed, fuel consumption rate, tonnage) exceeds or falls below certain agreed criteria (as the case may be). However, should the relevant performance exceed or fall below certain agreed benchmark, the Company has the right to refuse delivery of the relevant VLCC or Suezmax and accept a refund with interest from the Vendor, or negotiate a new price for the relevant VLCC or Suezmax.

Financing Terms

The Company has announced the Proposed Non-public Issuance of A Shares and wish to pay for the Tankers with internal financial resources and funds from non-public issuance. If the Proposed Non-public Issuance of Shares does not proceed, the construction of the VLCCs and Suezmaxs under the Agreements is expected to be funded by the Company’s internal resources or other means of financing including bank borrowings.

General information

The Company is a joint stock company established under the laws of the PRC with limited liability, the H shares of which are listed on the Main Board of the Hong Kong

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Stock Exchange and the A shares of which are listed on the Shanghai Stock Exchange. The Group is principally engaged in (a) investment holding; and/or (b) oil and LNG shipment along the PRC coast and international shipment; and/or (c) vessel chartering.

Dalian Shipbuilding is principally engaged in the provision of shipbuilding services.

Reasons for and benefits of entering into the Agreements

The Directors are optimistic of the demand in the import crude oil transportation market and its persistent growth in the coming years. The Directors are of the view that the construction and ownership of the Tankers will enable the Group to take advantage of the business opportunities in the shipping market, enjoy economies of scale, optimize its overall route arrangements and improve its operating efficiency and profitability.

Implications under the Listing Rules

The entering into of the Agreements constitutes a major transaction of the Company under the Listing Rules as certain of the applicable percentage ratios (as defined under the Listing Rules) in respect of the transactions exceeds 25% but are all less than 100%. Accordingly, the Agreements are subject to reporting, announcement and shareholders’ approval requirements under Chapter 14 of the Listing Rules.

EGM

The EGM will be convened for the Shareholders to consider and, if thought fit, approve, among other things, the Agreements and the transactions contemplated thereunder.

To the best of the knowledge, information and belief of the Directors having made all reasonable enquiries, as at the date of this announcement, no Shareholder has a material interest in the Agreements and therefore no Shareholder would be required to abstain from voting on the proposed resolution(s) to approve the Agreements, and the transactions contemplated thereunder in a general meeting of the Shareholders.

A circular containing, among other things, (i) further details of the Agreements and the transactions contemplated thereunder; and (ii) a notice convening the EGM, is expected to be despatched to the Shareholders on or before 11 December 2017.

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Definitions

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

• “Agreements”

• Seven agreements all dated 20 November 2017, each of which is entered into between the Vendor and the Company for the construction of the VLCCs and Suezmaxs

• “Company”

• COSCO SHIPPING Energy Transportation Co., Ltd. (中遠海運能源運輸股份有限公司), a joint stock limited company established in the PRC, the H shares of which are listed on The Stock Exchange of Hong Kong Limited, and the A shares of which are listed on the Shanghai Stock Exchange

• “Dalian Shipbuilding”

• Dalian Shipbuilding Industry Company Limited* (大連 船舶重工集團有限公司), a Chinese company. To the best of the Directors’ knowledge, information and belief having made all reasonable enquiries, Dalian Shipbuilding and its ultimate beneficial owners are independent third parties not connected with the Company and its connected persons (as defined in the Listing Rules)

• “Directors”

• directors of the Company

• “EGM”

• the extraordinary general meeting of the Company to be convened to consider and, if thought fit, approve, among other things, the Agreements and the transactions contemplated thereunder

• “Group” the Company and its subsidiaries

• “HK$”

• Hong Kong dollars, the lawful currency of the Hong Kong Special Administrative Region of the PRC

• “Listing Rules” the Rules Governing the Listing of Securities on TheStock Exchange of Hong Kong Limited

• “PRC” The People’s Republic of China

• “RMB” Renminbi, the lawful currency of PRC

• “Shareholder(s)” holders of share(s) of the Company

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“Suezmaxs ” three Suezmax crude oil carriers of 158,000 dead weight tons each “Tankers” VLCCs and the Suezmaxs

“Vendor” Dalian Shipbuilding

“VLCCs” four very large crude oil carriers of 319,000 dead weight tons each

By order of the Board COSCO SHIPPING Energy Transportation Co., Ltd. Yao Qiaohong

Company Secretary

Shanghai, the People’s Republic of China 20 November 2017

For the purpose of this announcement, translation of RMB into HK$ or vice versa have been calculated by using an exchange rate of RMB1.00 equal to HK$1.1783. Such exchange rate has been used, where applicable, for the purpose of illustration only and does not constitute a representation that any amounts were, may have been or will be exchanged at such rate or any other rates or at all.

As at the date of this announcement, the Board of Directors of the Company comprises Mr. Huang Xiaowen, Mr. Liu Hanbo and Mr. Lu Junshan as executive Directors, Mr. Feng Boming, Mr. Zhang Wei and Ms. Lin Honghua as non-executive Directors, Mr. Wang Wusheng, Mr. Ruan Yongping, Mr. Ip Sing Chi, Mr. Rui Meng and Mr. Teo Siong Seng as independent non-executive Directors.

* for identification purpose only

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