CIFI : PROPOSED ISSUE OF 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 does not constitute an offer to sell or the solicitation of an offer to buy any securities in the United States or any other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. The securities referred to herein will not be registered under the United States Securities Act of 1933, as amended and may not be offered or sold within the United States or to, or for the account or benefit of, U.S. persons (as defined in Regulation S under the U.S. Securities Act ("Regulation S")) absent registration, except pursuant to an exemption from, or a transaction not subject to, the registration requirements of the U.S. Securities Act. 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 its management as well as financial statements. The Company does not intend to register any part of the securities in the United States.

CIFI Holdings (Group) Co. Ltd.

ϛ ሾ છ ٰ€ ණ ྠ Ϟ ࠢ ʮ ̡

(Incorporated in the Cayman Islands with limited liability)

(Stock code: 00884)

PROPOSED ISSUE OF SENIOR NOTES

The Board announces that the Company proposes to conduct an international offering of guaranteed U.S. Dollar denominated senior fixed rate notes.

Completion of the Proposed Notes Issue is subject to, among others, market conditions and investors' interest. The Notes are proposed to be guaranteed by the Subsidiary Guarantors. As at the date of this announcement, the principal amount, the interest rate, the payment date and certain other terms and conditions of the Proposed Notes Issue are yet to be finalised. Upon finalising the terms of the Notes, it is expected that Credit Suisse, Haitong International, Guotai Junan International, HSBC, Standard Chartered Bank, Deutsche Bank, Goldman Sachs (Asia) L.L.C., Morgan Stanley, the Subsidiary Guarantors and the Company will enter into the Purchase Agreement. The Company intends to use the net proceeds of the Proposed Notes Issue for refinancing its existing indebtedness. The Company may adjust its plans in response to changing market conditions and, thus, reallocate the use of the net proceeds.

The Company will seek a listing of the Notes on the Stock Exchange. A confirmation of the eligibility for the listing of the Notes has been received from the Stock Exchange. Admission of the Notes to the Stock Exchange is not to be taken as an indication of the merits of the Company or the Notes.

The Notes and the Subsidiary Guarantees have not been, and will not be, registered under the U.S. Securities Act. The Notes and the Subsidiary Guarantees are being offered outside of the United States in offshore transactions in accordance with Regulation S, and may not be offered or sold within the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act. None of the Notes and the Subsidiary Guarantees will be offered to the public in Hong Kong.

As no binding agreement in relation to the Proposed Notes Issue has been entered into as at the date of this announcement, the Proposed Notes Issue 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 Issue will be made by the Company should the Purchase Agreement be signed.

THE PROPOSED NOTES ISSUE

Introduction

The Board announces that the Company proposes to conduct an international offering of guaranteed U.S. Dollar denominated senior fixed rate notes.

Completion of the Proposed Notes Issue is subject to, among others, market conditions and investors' interest. The Notes are proposed to be guaranteed by the Subsidiary Guarantors. As at the date of this announcement, the principal amount, the interest rate, the payment date and certain other terms and conditions of the Proposed Notes Issue are yet to be finalised. Upon finalising the terms of the Notes, it is expected that Credit Suisse, Haitong International, Guotai Junan International, HSBC, Standard Chartered Bank, Deutsche Bank, Goldman Sachs (Asia) L.L.C., Morgan Stanley, the Subsidiary Guarantors and the Company will enter into the Purchase Agreement. The Company will make a further announcement in respect of the Proposed Notes Issue upon signing the Purchase Agreement.

The Notes and the Subsidiary Guarantees have not been, and will not be, registered under the U.S. Securities Act. The Notes and the Subsidiary Guarantees are being offered outside the United States in offshore transactions in accordance with Regulation S under the U.S. Securities Act, and may not be offered or sold within the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act. None of the Notes and the Subsidiary Guarantees will be offered to the public in Hong Kong.

Reasons for the Proposed Notes Issue

The Company is headquartered in Shanghai and engaged in the development of properties in first- and second-tier cities in the PRC. The Company's development projects cover various property types including residential, office and commercial complexes. The Company's residential property development projects are primarily focused on developing residential products that offer end-users comfortable living environments and proximity to good ancillary facilities and transportation links. The Company's commercial property development projects are primarily focused on developing offices and community commercial properties.

The Company intends to use the net proceeds of the Proposed Notes Issue for refinancing its existing indebtedness. The Company may adjust the foregoing plans in response to changing market conditions and, thus, reallocate the use of the net proceeds.

Listing

The Company will seek a listing of the Notes on the Stock Exchange. A confirmation of the eligibility for the listing of the Notes has been received from the Stock Exchange. Admission of the Notes to the Stock Exchange is not to be taken as an indication of the merits of the Company or the Notes.

GENERAL

As no binding agreement in relation to the Proposed Notes Issue has been entered into as at the date of this announcement, the Proposed Notes Issue 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 Issue will be made by the Company should the Purchase Agreement be signed.

DEFINITIONS

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

"Board"	the board of Directors
"Company"	CIFI Holdings (Group) Co. Ltd. (ϛሾછٰ€ණྠϞࠢ
ʮ̡), 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
"Credit Suisse"	Credit Suisse (Hong Kong) Limited, one of the joint
bookrunners of the Proposed Notes Issue
"Deutsche Bank"	Deutsche Bank AG, Hong Kong Branch, one of the joint
bookrunners of the Proposed Notes Issue
"Directors"	the directors of the Company

"Goldman Sachs (Asia)

L.L.C."

Goldman Sachs (Asia) L.L.C., one of the joint bookrunners of the Proposed Notes Issue

"Group"

the Company and its subsidiaries

"Guotai Junan International"

Guotai Junan Securities (Hong Kong) Limited, one of the joint bookrunners of the Proposed Notes Issue

"Haitong International"

Haitong International Securities Company Limited, one of the joint bookrunners of the Proposed Notes Issue

"Hong Kong"

the Hong Kong Special Administrative Region of the People's Republic of China

"HSBC"

The Hongkong and Shanghai Banking Corporation Limited, one of the joint bookrunners of the Proposed Notes Issue

"Morgan Stanley"

Morgan Stanley & Co. International plc, one of the joint bookrunners of the Proposed Notes Issue

"Notes"

the guaranteed U.S. Dollar denominated senior fixed rate notes to be issued by the Company

"PRC"

the People's Republic of China, excluding Hong Kong, Macau Special Administrative Region and Taiwan for the purpose of this announcement

"Proposed Notes Issue"

the proposed issue of the Notes by the Company

"Purchase Agreement"

the agreement proposed to be entered into by and among Credit Suisse, Haitong International, Guotai Junan International, HSBC, Standard Chartered Bank, Deutsche Bank, Goldman Sachs (Asia) L.L.C., Morgan Stanley, the Company and the Subsidiary Guarantors in relation to the Proposed Notes Issue

"Standard Chartered Bank"

Standard Chartered Bank, one of the joint bookrunners of the Proposed Notes Issue

"Stock Exchange"

The Stock Exchange of Hong Kong Limited

"Subsidiary Guarantees"

the guarantees provided by the Subsidiary Guarantors in respect of the Notes

"Subsidiary Guarantors"

the subsidiaries of the Company which guarantee the Notes

"United States" the United States of America

"U.S. Dollars" or "US$"

United States dollar(s), the lawful currency of the United States

"U.S. Securities Act" the United States Securities Act of 1933, as amended

By Order of the Board

CIFI Holdings (Group) Co. Ltd.

LIN Zhong Chairman

Hong Kong, 12 April 2018

As at the date of this announcement, the Board comprises Mr. LIN Zhong, Mr. LIN Wei, Mr. LIN Feng, Mr. CHEN Dongbiao and Mr. YANG Xin as executive Directors; Mr. ZHOU Yimin as non-executive Director; and Mr. GU Yunchang, Mr. ZHANG Yongyue and Mr. TAN Wee Seng as independent non-executive Directors.