China Southern Airlines Company Limited announced that it has entered into a subscription agreement with China Southern Air Holding Company Limited for private placement of not more than 803,571,428 A shares for proceeds of not more than CNY 4,500,000,000 and Nan Lung Holding Limited for private placement of 855,028,969 H shares for proceeds of not more than HKD 1,800,000,000 (CNY 1,476,690,000), for aggregate gross proceeds of not more than CNY 5,976,690,000 on October 29, 2021. China Southern Airlines Group and Nan Lung Holding Limited have signed a conditionally effective share subscription agreement with the company. After the completion of this non-public offering, the controlling shareholder and actual controller of the company will remain unchanged.

The shares to be issued are subject to lock-up of 36 months. The A share subscription price shall not be lower than a price determined as higher of 90% of the average trading price of the A shares as quoted on the Shanghai Stock Exchange in the 20 trading days immediately prior to the price benchmark date for the new A shares, and the latest audited net asset value per share attributable to equity shareholders of the company. The completion of the A shares subscription agreement will take place when the Shanghai branch of the China Securities Depository and Clearing Corporation Limited confirms that the new A shares have been subscribed and the registration has been completed.

The completion of the H shares subscription agreement will complete after the completion of the registration procedures at the relevant registration authority upon issue of H shares. The transaction has been approved by the the third meeting of the Ninth Board of Directors of the company. The issue of A shares and H shares is subject to approval of independent shareholders at extraordinary general meeting and class meetings, board of directors of China Southern Air Holding Company Limited and Nan Lung Holding Limited, and approval of China Securities Regulatory Commission and Civil Aviation Administration of China Central and Southern Regional Administration, and The Stock Exchange of Hong Kong Limited.