Tianjin Development : Announcement Pursuant to Rule 13.18 of the Listing Rules

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.

(Incorporated in Hong Kong with limited liability)

(Stock Code: 882)

ANNOUNCEMENT

PURSUANT TO RULE 13.18 OF THE LISTING RULES

This announcement is made pursuant to Rule 13.18 of the Listing Rules in respect of the Facility Agreement entered into by the Company with the Lenders on 3 December 2019. The Facility Agreement imposes specific performance obligations on the controlling shareholder of the Company.

This announcement is made pursuant to Rule 13.18 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the "Listing Rules").

The board of directors (the "Board") of Tianjin Development Holdings Limited (the "Company") announces that the Company as borrower has entered into a facility agreement (the "Facility Agreement") with a syndicate of banks as lenders (the "Lenders") on 3 December 2019 in respect of a term loan facility of HK$2,000,000,000 for a period of 36 months commencing from the date of utilisation.

Pursuant to the Facility Agreement, it will be an event of default, inter alia, if:

1. the State-owned Assets Supervision and Administration Commission of the Tianjin Municipal People's Government ceases to maintain a majority shareholding ownership directly or indirectly in the Company of more than 50%, or
2. the Company ceases to be under the direct or indirect management control of Tsinlien Group Company Limited ("Tsinlien"), a controlling shareholder of the Company.

In case of an occurrence of an event of default, the Lenders may by notice to the Company:

1. cancel the total commitments or any part thereof; (b) declare that the loan or any part relevant thereof together with accrued interest, and all other amounts accrued or outstanding be immediately due and payable; and/or (c) declare that the loan or any relevant part thereof be payable on demand.

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As at the date of this announcement, Tsinlien is directly and indirectly interested in approximately 62.81% of the total number of issued shares of the Company.

The Company will continue to comply with the disclosure requirements under Rule 13.21 of the Listing Rules for so long as circumstances giving rise to the obligation continue to exist.

By Order of the Board

Tianjin Development Holdings Limited

Wang Zhiyong

Chairman & Executive Director

Hong Kong, 3 December 2019

As at the date of this announcement, the Board of the Company consists of Mr. Wang Zhiyong, Mr. Chen Yanhua, Dr. Li Xiaoguang, Mr. Zhuang Qifei, Mr. Cui Xiaofei, Mr. Cheung Wing Yui, Edward*, Dr. Chan Ching Har, Eliza*, Dr. Cheng Hon Kwan**, Mr. Mak Kwai Wing, Alexander**, Ms. Ng Yi Kum, Estella**, Mr. Wong Shiu Hoi, Peter** and Dr. Loke Yu**.

• non-executivedirector
• independent non-executive director

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