Sino AG — Capital/Financing Update 2017

Jul 10, 2017

Tri-way Industries Earns Strong Credit Rating

Tri-way Industries Earns Strong Credit Rating

Sino Agro Food Advances Spinoff Strategy

GUANGZHOU, China-- Sino Agro Food, Inc. (OTCQX: SIAF | OSE: SIAF-ME), a

specialized investment company focused on protein food including seafood and

cattle, wishes to announce a key milestone toward the financing and spinoff of

its former subsidiary, Tri-way Industries. Through its regional Hong Kong

office, Dun and Bradstreet ("D&B"), assigned its strongest credit rating, 5A 1,

to Tri-way, in which Sino Agro Food, Inc. holds a 36.6% ownership interest.

Background

In March 2017, Sino Agro Food, Inc. announced the successful carve-out of its

aquaculture joint venture assets into Tri-way Industries Ltd. The transaction

resulted in a 56.9M USD deemed capital gain for SIAF while retaining a 36.6%

equity interest in Tri-way. The transaction is expected to be accretive to

SIAF's earnings per share in 2017.

As part of Sino Agro Food's larger carve-out and spinoff strategy ("COSO"), the

company aims to unlock value in its major subsidiaries by creating stand alone

companies, each better positioned to procure debt and equity capital before

applying for separate initial public offerings on Asian stock exchanges that

currently trade peer group companies with established valuations.

After the carve-out, the strategy entails several major milestones toward an

IPO, each involving multiple planned steps, in addition to third-party

contingencies. The milestone categories include regulatory approvals and

organizational restructuring; procuring debt financing and pre-IPO equity

financing; establishing post carve-out operating history; and applying for

listing.

Dun and Bradstreet Issues a 5A  1 Rating for Tri-Way Industries

Tri-way is currently in negotiations with several financing institutions, one of

which commissioned a credit and risk rating from D&B, a leading international

business rating services company headquartered in the USA. Tri-way received a

rating of 5A  1. The 5A refers to financial strength representing the strongest

net tangible worth classification of over 450M RMB or 300M HKD. The "1" refers

to composite credit appraisal, on a scale of 1 to 4, where 1 is the strongest.

The report also provides a financial Risk Predictor ("RP"), with a scale of 1

-10, and a Financial Stress Percentile ("FSP"). Tri-way's RP was 9, with 10

being the highest. This compares to the industry median for 5,536 companies of

6.1. Tri-way's FSP is in the 99thpercentile, equating to a 1/10thof 1% failure

rate, having financial distress in the next 12 months.

While the D&B analysis had been commissioned under one financial institution,

Tri-way and the Company are permitted to utilize its results when negotiating

lending with other financial institutions, improving Tri-way's position to

procure financing on more favorable loan terms than otherwise.

Of note, the D&B corporate profile for Tri-way reported its tangible net worth

at 3,007,347,794 HKD, or 385M USD, about 45M USD higher than reported from the

certified fair market value as of December 31, 2016, reflected in SIAF's annual

audit report (10-K).

CEO and CFO Commentary

Sino Agro Food's Chairman and CEO Solomon Lee provided perspective on Dun and

Bradstreet's report.

"The carve-out and spinoff strategy for our aquaculture assets is a long and

complicated process. The carve-out was successfully completed and announced in

March. Subsequently, we have worked diligently with advisors and regulatory

agencies toward advancing our plan to distribute half of our equity in Tri-way

to SIAF shareholders, and to obtain financing to accelerate Tri-way's

aquaculture development, capacity, and sales. We are confident that these

efforts are proceeding in accordance with our aims. We are gratified by D&B's

report, as it validates our confidence in Tri-way's ability to secure favorable

financing.

"We look forward to reporting additional anticipated milestone achievements in

the upcoming weeks."

SIAF CFO Dan Ritchey elaborated, "Owing to the nature of Tri-way's business

which has far reaching potential in the arenas of food supply, security, and

safety, our discussions with financial institutions in several Asian countries

often take the form of developing a strategic relationship, as opposed to

finalizing a single transaction. We have established a stance of non-exclusivity

in these discussions, as we see the potential advantages of such relationships.

"The D&B report verifies Tri-way's credit worthiness, highlighting a clean

balance sheet, its risk averse approach, and other attributes sourcing the 5A 1

rating, providing additional confidence to these institutions throughout the

decision making process. In relation to the D&B report and progress in other

areas, Tri-way intends to issue follow-up announcements within this month,

pending forms and signatures having been processed and completed."

Contacts

Peter Grossman

+1 (775) 901-0344

info@sinoagrofood.com

Todd Fromer / Elizabeth Barker

+1 (212) 896-1215 / +1 (212) 896-1203

SIAF@kcsa.com

Nordic Countries

+46 (0)8 120 558 30

se-info@sinoagrofood.com (erik.ahl@sinoagrofood.com)

About Sino Agro Food, Inc.

SIAF is a specialized investment company focused on protein food. The Company

produces, distributes, markets, and sells sustainable seafood and beef to the

rapidly growing middle class in China. Activities also include production of

organic fertilizer and produce. SIAF is a global leader in developing land based

recirculating aquaculture systems ("RAS"), and with its partners is the world's

largest producer of sustainable RAS prawns.

Founded in 2006 and headquartered in Guangzhou, the Company had over 550

employees and revenue of USD 343 million in 2016. Operations are located in

Guangdong, Qinghai, and Hunan provinces, and in Shanghai.  Sino Agro Food is a

public company listed on OTCQX U.S. Premier in the United States and on the Oslo

Børs' Merkur Market in Norway.

News and updates about Sino Agro Food, Inc., including key information, are

published on the Company's website (http://www.sinoagrofood.com), the Company's

Facebook page (https://www.facebook.com/SinoAgroFoodInc), and on

twitter @SinoAgroFood (https://twitter.com/SinoAgroFood).

Forward Looking Statements

This release may contain forward-looking statements relating to the business of

SIAF and its subsidiary companies. All statements other than historical facts

are forward-looking statements, which can be identified by the use of forward

-looking terminology such as "believes," "expects" or similar expressions. These

statements involve risks and uncertainties that may cause actual results to

differ materially from those anticipated, believed, estimated or expected. These

risks and uncertainties are described in detail in our filings with the

Securities and Exchange Commission. Forward-looking statements are based on

SIAF's current expectations and beliefs concerning future developments and their

potential effects on SIAF. There is no assurance that future developments

affecting SIAF will be those anticipated by SIAF. SIAF undertakes no obligation

to publicly update or revise any forward-looking statements, whether as a result

of new information, future events or otherwise, except as required under

applicable securities laws.