CHINA FISHERY GROUP LIMITED

(Incorporated in the Cayman Islands)

UPDATE TO HOLDERS OF US$ 300 MILLION 9.75% SENIOR NOTES DUE 30 JULY 2019

ISSUED BY CFG INVESTMENT S.A.C.

The board of directors (the "Board") of China Fishery Group Limited (the "Company") and its subsidiaries (the "Group") wishes to bring to the attention of shareholders an update announcement made by CFG Investment S.A.C. ("CFGI") dated 8 October 2021 to the holders of the US$ 300 million 9.75% Senior Notes due 30 July 2019 issued by CFGI (the "CFGI Announcement"). Capitalised words which are not defined in this announcement shall carry the same meanings ascribed to them in the announcement released by the Company on 2 September 2021 (the "Previous Announcement") and the CFGI Announcement.

1. Application in Singapore Court proposed by CFG Peru

  1. As provided in the CFGI Announcement, amongst other things, CFG Peru Investments Pte. Ltd. ("CFG Peru") has filed an ex parte application in HC/OS 999/2021 pursuant to Section 71 of the Insolvency, Restructuring and Dissolution Act (No. 40 of 2018) (the "IRDA") (the "Application"). For the purposes of clarity, the Company wishes to confirm that the Application was filed by the Plan Administrator on behalf of CFG Peru as part of the implementation of the Creditor Plan Proponents' Chapter 11 Plan. The Application seeks, amongst other things, the following orders:
    1. that the Singapore Scheme be approved, without any meeting of the Scheme Creditors (as defined in the Singapore Scheme), pursuant to section 71(1) of the IRDA;
    2. for a declaration that section 160 of the Companies Act does not apply to prevent the Foreign Representative recognised under ORC 5320 and the directors of CFG Peru from carrying into effect the Disposal (as defined in the Singapore Scheme); and
    3. for a declaration that the requirement under Rule 1014 of the Listing Manual of the Mainboard of the Singapore Exchange Securities Trading Limited does not bind CFG Peru and accordingly does not apply in respect of CFG Peru carrying into effect the Disposal (as defined in the Singapore Scheme).
  2. A copy of the CFGI Announcement is appended to this announcement.

2. Further information

2.1 The Board also wishes to bring to the attention of shareholders that pursuant to the terms of the Global Settlement Agreement and Amendment Agreement, as referred to in the Previous Announcement, amongst other things:

  1. Michael E. Foreman, being the Plan Administrator, and David Chew Hock Lin have been appointed as directors of CFG Peru and, as requested by the Plan Administrator, Ng Puay Yee Annie, Ng Joo Kwee, Ng Joo Puay and Quck Wee Lin have resigned as directors of CFG Peru. In this regard, none of the Company's directors is currently on the board of directors of CFG Peru; and
  1. the Company is also required to provide all the consents, approvals, and take any other actions that are requested by the Creditor Plan Proponents or the Plan Administrator appointed under the Confirmed Plan to support the implementation of the restructuring under the Confirmed Plan, including voting in favour of the Confirmed Plan and a Singapore scheme of arrangement, if required, as contemplated under the Confirmed Plan.

The Company will announce further updates as significant developments arise.

By Order of the Board

Ng Puay Yee (Jessie)

Executive Director and Chief Executive Officer

15 October 2021

CFG INVESTMENT S.A.C

(Incorporated in Peru)

(the "Company")

UPDATES TO NOTEHOLDERS

_________________________________________________________________________________

We refer to:

  1. the US$ 300 million 9.75% Senior Notes due July 30, 2019 issued by the Company (the "Notes");
  2. CFG Peru Investments Pte. Ltd.'s ("CFG Peru") proceedings first commenced on 30 June 2016 under Chapter 11 of the United States Bankruptcy Code (the "CFG Peru Chapter 11 Proceedings") in the United States Bankruptcy Court, Southern District of New York (the "US Bankruptcy Court"); and
  3. the Company's announcements released on 13 July 2021, 31 August 2021 and 9 September 2021.

The Company wishes to provide the following update to all holders of the Notes.

Unless otherwise defined herein, the terms and abbreviations used in our announcement released on 13 July 2021 are adopted.

Update on Singapore Recognition Proceedings

The Company wishes to provide an update on developments relating to the Applications, further to our announcements released on 13 July 2021 and 31 August 2021.

On 21 September 2021, the Singapore Court granted in HC/ORC 5320/2021 ("ORC 5320"), inter alia orders that (i) the CFG Peru Chapter 11 Proceedings shall be recognised in Singapore by the Singapore Court as a foreign main proceeding pursuant to Article 15 of the UNICTRAL Model Law on Cross- Border Insolvency and section 252 of the Insolvency, Restructuring and Dissolution Act 2018 (the "IRDA"), and (ii) the Chapter 11 Plan and Confirmation Order be recognised.

The Singapore Court also granted a further order that the orders in HC/ORC 4745/2017 be discharged and cease to have effect from 22 September 2021 (together with ORC 5320, the "Singapore Court Orders", which are both enclosed herein at Annex A).

Update on the Restructuring Plan

The Company also wishes to provide an update on developments relating to the Restructuring Plan (as defined in our announcement released on 9 September 2021).

On 1 October 2021, and upon the application of the Company, the High Court of Justice of England and Wales directed that, meetings of Plan Creditors (as defined in our announcement released on 9 September 2021) be convened for the purposes of considering and, if thought fit, approving (with or without modification) the Restructuring Plan ("Plan Meetings").

A copy of the Company's notice dated 4 October 2021 to Plan Creditors setting out details of the Plan Meetings is enclosed herein at Annex B.

Application for approval of Scheme proposed by CFG Peru

The Company also wishes to announce that, following the Singapore Court Orders, CFG Peru intends to propose a compromise or arrangement with holders of the Notes (the "Singapore Scheme") under section 71 of the Insolvency, Restructuring and Dissolution Act (No. 40 or 2018) ("IRDA").

In this regard, CFG Peru has on 5 October 2021, filed an application in HC/OS 999/2021 pursuant to Section 71 of the IRDA (the "Application") for, among other things, the following orders:

  1. that the Singapore Scheme be approved, without any meeting of the Scheme Creditors (as defined in the Singapore Scheme), pursuant to section 71(1) of IRDA;
  2. for a declaration that section 160 of the Companies Act does not apply to prevent the Foreign Representative recognised under ORC 5320 and the directors of CFG Peru from carrying into effect the Disposal (as defined in the Singapore Scheme); and
  3. for a declaration that the requirement under Rule 1014 of the Listing Manual of the Mainboard of the Singapore Exchange Securities Trading Limited does not bind CFG Peru and accordingly does not apply in respect of CFG Peru carrying into effect the Disposal (as defined in the Singapore Scheme).

Copies of CFG Peru's notice issued to Scheme Creditors setting out further details of the Singapore Scheme and the Application, are enclosed herein at Annex C.

The Application has been fixed for a half-day hearing before the Honourable Justice Kannan Ramesh, sitting at the General Division of the High Court of the Republic of Singapore, on 27 October 2021 at 10:00 AM.

The Singapore Court issued the following directions on 8 October 2021:

  1. Any party (including any creditor) who objects to the Application is to file an affidavit by 15 October 2021, 4 PM.
  2. CFG Peru as applicant is to file the reply affidavit, if any, by 21 October 2021, 4 PM. All affidavits are to be served by email followed by eservice.
  3. The following are to be tendered to Court by 22 October 2021, 4 PM:
    1. Submissions and bundle of authorities which are to be exchanged and tendered to Court;
    2. The attendance list of parties who wish to attend, indicating whether the party attending is supporting or opposing the Application; and
  1. A time bank.

All holders of the Notes are strongly urged to read and consider the Restructuring Plan, Singapore Scheme and their accompanying documents carefully.

If you are in doubt as to any aspect of the Restructuring Plan, Singapore Scheme or about any action you should take, you should consult immediately with a professional adviser of your choice. The contents of this notice (including without limitation its enclosures) shall not be construed as legal advice and you should consult your own professional adviser as to each of the matters described in this notice and its enclosures.

The Company will continue to provide regular updates and will make the appropriate announcements as and when there are any material updates or developments. Stakeholders who are in doubt as to the action they should take, should consult their stockbrokers, bank managers, solicitors, accountants or other professional advisors.

By Order of

CFG Investment S.A.C.

Michael E. Foreman

General Manager

8 October 2021

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China Fishery Group Ltd. published this content on 15 October 2021 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 15 October 2021 09:21:05 UTC.