Country Garden : PROPOSED ISSUE OF US$ SENIOR NOTES

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.

This announcement is for information only and is not an offer to sell or the solicitation of an offer to buy securities and neither this announcement nor anything herein forms the basis for any contract or commitment whatsoever. This announcement is not an offer of securities for sale in the United States or to any U.S. person. Neither this announcement nor any copy hereof may be taken into or distributed in the United States or to any U.S. person. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended, and may not be offered or sold in the United States or to, or for the account or benefit of, any U.S. person absent registration or an exemption from registration. Any public offering of securities to be made in the United States will be made by means of a prospectus that may be obtained from the Company and will contain detailed information about the Company and management, as well as financial statements. The Company does not intend to register any of the securities in the United States.

The communication of this announcement and any other document or materials relating to the issue of the Senior Notes offered hereby is not being made, and such documents and/or materials have not been approved, by an authorized person for the purposes of section 21 of the United Kingdom's Financial Services and Markets Act 2000, as amended. Accordingly, such documents and/or materials are not being distributed to, and must not be passed on to, the general public in the United Kingdom. The communication of such documents and/or materials as a financial promotion is only being made to those persons in the United Kingdom who have professional experience in matters relating to investments and who fall within the definition of investment professionals (as defined in Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the "Financial Promotion Order")), or who fall within Article 49(2)(a) to (d) of the Financial Promotion Order, or who are any other persons to whom it may otherwise lawfully be made under the Financial Promotion Order (all such persons together being referred to as "Relevant Persons"). In the United Kingdom, the Senior Notes offered hereby are only available to, and any investment or investment activity to which this announcement relates will be engaged in only with, Relevant Persons. Any person in the United Kingdom that is not a Relevant Person should not act or rely on this announcement or any of its content.

COUNTRY GARDEN HOLDINGS COMPANY LIMITED ၀࣭෤છٰϞࠢʮ̡

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 2007)

(1) PROPOSED NEW ISSUE OF US$ SENIOR NOTES

AND

(2) PROPOSED ISSUE OF ADDITIONAL US$ SENIOR NOTES (TO BE CONSOLIDATED AND FORM A SINGLE SERIES WITH

THE US$550 MILLION 8.000% SENIOR NOTES DUE 2024)

PROPOSED NOTES ISSUE

Proposed New Notes Issue

The Company proposes to conduct an international offering of the New Notes. The Company has appointed UBS and Goldman Sachs as the joint global coordinators, and together with HSBC and J.P. Morgan, as the joint lead managers and joint bookrunners in respect of the Proposed New Notes Issue.

Proposed Additional Notes Issue

Reference is made to the announcement of the Company dated 20 September 2018 in relation to the issue of the Original Notes by the Company.

The Company proposes to conduct a further international offering of the Additional Notes on the terms and conditions of the Original Notes, save for issue date and the offer price. The Additional Notes will be consolidated and form a single series with the Original Notes.

The Company has appointed UBS and Goldman Sachs as the joint global coordinators, and together with HSBC and J.P. Morgan, as the joint lead managers and joint bookrunners in respect of the Proposed Additional Notes Issue.

No PRIIPs key information document (KID) has been prepared as the Notes are not available to retail investors in the EEA.

Reasons for the Proposed Notes Issues

The Company intends to use the net proceeds of the Proposed Notes Issues mainly for refinancing existing offshore indebtedness.

Application will be made to the SGX-ST for the listing and quotation of the Notes on the SGX-ST. The SGX-ST assumes no responsibility for the correctness of any of the statements made or opinions expressed in this announcement. Approval in-principle for the listing and quotation of the Notes on the SGX-ST is not to be taken as an indication of the merits of the Company, the Subsidiary Guarantors, any other subsidiary or associated company of the Company, the Notes or the Subsidiary Guarantees.

As no binding agreement in relation to the Proposed Notes Issues has been entered into, the Proposed Notes Issues may or may not materialise. Investors and shareholders of the Company are urged to exercise caution when dealing in the securities of the Company. A further announcement in respect of the Proposed Notes Issues will be made by the Company should the New Notes Purchase Agreement or the Additional Notes Purchase Agreement be signed.

THE PROPOSED NOTES ISSUE

Proposed New Notes Issue

The Company proposes to conduct an international offering of the New Notes. The Company has appointed UBS and Goldman Sachs as the joint global coordinators, and together with HSBC and J.P. Morgan, as the joint lead managers and joint bookrunners in respect of the Proposed New Notes Issue.

Terms of the Proposed New Notes Issue, including the aggregate principal amount, the offer price and interest rate, will be determined through a book-building exercise. Upon finalisation of the terms of the New Notes, UBS and Goldman Sachs as the joint global coordinators, and together with HSBC and J.P. Morgan, as the joint lead managers and joint bookrunners, and the Company will enter into a New Notes Purchase Agreement and other ancillary documents.

The New Notes will not be offered to the public in Hong Kong.

The New Notes have not been and will not be registered under the U.S. Securities Act. The New Notes will only be offered outside of the United States in offshore transactions in compliance with Regulation S under the U.S. Securities Act.

Proposed Additional Notes Issue

Reference is made to the announcement of the Company dated 20 September 2018 in relation to the issue of the Original Notes by the Company.

The Company proposes to conduct a further international offering of the Additional Notes on the terms and conditions of the Original Notes, save for issue date and the offer price. The Additional Notes will be consolidated and form a single series with the Original Notes.

The Company has appointed UBS and Goldman Sachs as the joint global coordinators, and together with HSBC and J.P. Morgan, as the joint lead managers and joint bookrunners in respect of the Proposed Additional Notes Issue.

Terms of the Proposed Additional Notes Issue, including the aggregate principal amount and the offer price, will be determined through a book-building exercise. Upon finalisation of the terms of the Additional Notes, UBS and Goldman Sachs as the joint global coordinators, and together with HSBC and J.P. Morgan, as the joint lead managers and joint bookrunners, and the Company will enter into a Additional Notes Purchase Agreement and other ancillary documents.

The Additional Notes will not be offered to the public in Hong Kong.

The Additional Notes have not been and will not be registered under the U.S. Securities Act. The Additional Notes will only be offered outside of the United States in offshore transactions in compliance with Regulation S under the U.S. Securities Act.

No PRIIPs key information document (KID) has been prepared as the Notes are not available to retail investors in the EEA.

Reasons for the Proposed Notes Issues

Completion of the Proposed Notes Issues is subject to market conditions and investor interest. If the Notes are issued, the Company intends to use the net proceeds from the Proposed Notes Issues mainly for refinancing existing offshore indebtedness.

Listing

Application will be made to the SGX-ST for the listing and quotation of the Notes on the SGX-ST. The SGX-ST assumes no responsibility for the correctness of any of the statements made or opinions expressed in this announcement. Approval in-principle for the listing and quotation of the Notes on the SGX-ST is not to be taken as an indication of the merits of the Company, the Subsidiary Guarantors, any other subsidiary or associated company of the Company, the Notes or the Subsidiary Guarantees.

ABOUT COUNTRY GARDEN

The Group is PRC's leading largest residential property developer focusing on urbanization. The Group runs a centralized and standardized business model that comprises property development, construction, decoration, property investment, as well as hotel development and management. Country Garden offers a broad range of products to cater for diverse market demands. Its various products include residential projects such as townhouses, condos, as well as car-parks and retail shops. The Group also develops and manages hotels within some of its projects to enhance the potential for property value appreciation. The Group operates independent hotels as well.

GENERAL

As no binding agreement in relation to the Proposed Notes Issues has been entered into, the Proposed Notes Issues may or may not materialise. Investors and shareholders of the Company are urged to exercise caution when dealing in the securities of the Company. A further announcement in respect of the Proposed Notes Issues will be made by the Company should the New Notes Purchase Agreement or the Additional Notes Purchase Agreement be signed.

DEFINITIONS

In this announcement, the following expressions shall have the meanings set out below unless the context requires otherwise:

"Additional Notes"	the US$ denominated senior notes to be issued by the Company (to
be consolidated and form a single series with the Original Notes)
"Additional Notes	the agreement proposed to be entered into between, among others,
Purchase Agreement"	the Company, UBS, Goldman Sachs, HSBC and J.P. Morgan in
relation to the Proposed Additional Notes Issue
"Board"	the board of Directors
"Company"	Country Garden Holdings Company Limited, an exempted company
incorporated in the Cayman Islands with limited liability, the shares
of which are listed on the main board of the Stock Exchange (Stock
Code: 2007)
"Directors"	the directors of the Company
"EEA"	European Economic Area
"Goldman Sachs"	Goldman Sachs (Asia) L.L.C.
"Group" or	the Company and its subsidiaries
"Country Garden"
"Hong Kong"	the Hong Kong Special Administrative Region of the PRC
"HSBC"	The Hongkong and Shanghai Banking Corporation Limited
"J.P. Morgan"	J.P. Morgan Securities plc
"Listing Rules"	the Rules Governing the Listing of Securities on the Stock
Exchange
"New Notes"	the US$ denominated senior notes to be issued by the Company
"New Notes	the agreement proposed to be entered into between, among others,
Purchase Agreement"	the Company, UBS, Goldman Sachs, HSBC and J.P. Morgan in
relation to the Proposed New Notes Issue
"Notes"	the Additional Notes and the New Notes
5