Yancoal Australia Ltd — Capital/Financing Update 2019

Jan 4, 2019

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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Yancoal Australia Ltd ACN 111 859 119 兗煤澳大利亞有限公司 *****

(Incorporated in Victoria, Australia with limited liability) (stock code: 3668)

OVERSEAS REGULATORY ANNOUNCEMENT

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

Please refer to the attached announcement which has been published by Yancoal Australia Ltd on the website of the Australian Securities Exchange on 4 January 2019.

By order of the Board Yancoal Australia Ltd Baocai ZHANG Chairman

Hong Kong, 4 January 2019

As of the date of this announcement, the executive Director is Mr. Fucun Wang, the non-executive Directors are Mr. Baocai Zhang, Mr. Cunliang Lai, Mr. Xiangqian Wu, Mr. Fuqi Wang, Mr. Qingchun Zhao and Mr. Xing Feng and the independent non-executive Directors are Mr. Gregory James Fletcher, Dr. Geoffrey William Raby, Mr. David James Moult and Ms. Helen Jane Gillies.

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YANCOAL AUSTRALIA LTD ADDRESS: Level 18, 201 Sussex Street, Sydney NSW 2000 PHONE: 61 2 8583 5300 FAX: 61 2 8583 5399 WEBSITE: www.yancoal.com.au

4 January 2019

ASX Release:

Update on Watagan Agreements

As previously disclosed, Industrial Bank Co., Ltd (“ IBC ”), BOCI Financial Products Limited (“ BOCIF ”) and United NSW Energy Limited (“ UNE ” together with IBC and BOCIF, the “ Bondholders ”) hold US$775 million of nine-year secured bonds that were issued by Watagan Mining Company Pty Ltd (“ Watagan ”), a whollyowned subsidiary of Yancoal, to the Bondholders on 31 March 2016 (the “ Watagan Bonds ”).

Put option in relation to the Watagan Bonds

The Bondholders each have a put option allowing them to transfer issued Watagan Bonds at face value to Yankuang during specified exercise windows during the first week of January in 2019, 2021, 2023 and 2025.

BOCIF has today given notice to Yankuang and Watagan that it has exercised its right to put its Watagan Bonds (the “ Put Bonds ”) to Yankuang.

As a consequence, Yankuang will become the Bondholder of the Put Bonds following completion of the purchase of those bonds by Yankuang consequent to the exercise of the put option (which should occur on or around 1 April 2019). Upon completion of that transaction occurring, Watagan will thereafter owe an amount payable to Yankuang for the face value of the Put Bonds (being US$200 million), minus any capitalised interest. Watagan will separately pay to BOCIF the accrued interest and any capitalised interest on the Put Bonds. Under the terms of the Put Bonds, no security will be given by Watagan in favour of Yankuang.

As the Put Bonds represent less than 50.1% of the face value of the Watagan Bonds (and the put option was not exercised by UNE as the instructing Bondholder of the investor syndicate), the put option is not deemed to have been exercised as to all the Watagan Bonds.

Implications for Yancoal

The exercise by BOCIF of its right to put its Watagan Bonds to Yankuang is not expected to have any material implications for Yancoal. In particular, it does not result in a reconsolidation of Watagan into Yancoal’s group for accounting and financial reporting purposes, and Yancoal will continue to account for its equity interest in Watagan as an associate rather than a subsidiary.

As the Put Bonds are on normal commercial terms and no security is given by Watagan in favour of Yankuang under the terms of the Put Bonds, the Put Bonds will constitute a fully exempt connected transaction of Yancoal for the purposes of the Hong Kong Stock Exchange Listing Rules.

Next steps

Yancoal will keep the market informed should there be any further developments. The Watagan Bonds remain outstanding save that Yankuang is now the holder of the Put Bonds.

Ends

YANCOAL AUSTRALIA LTD – ASX RELEASE – 4 JANUARY 2019 | 1

Media contact:

James Rickards, General Manager Investor Relations and Corporate Affairs T +61 2 8583 5922 Email: james.rickards@yancoal.com.au

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