On February 23, 2021, Modern Land (China) Co., Limited commenced the Offer with respect to the outstanding Existing Notes in accordance with the terms and conditions set out in the Offer to Purchase. Subject to the terms and conditions contained in the Offer to Purchase, the Company is offering to purchase for cash an aggregate principal amount of the Existing Notes up to the Maximum Acceptance Amount (as defined below). The Company will determine, in its sole discretion, the aggregate principal amount of Existing Notes (if any) that it will accept for purchase pursuant to the Offer. It is the current intention of the Company that the maximum acceptance amount (the "Maximum Acceptance Amount") will be $50,000,000, although the Company reserves the right, in its sole discretion, to accept significantly more than or significantly less than such amount, or to accept none of such Existing Notes, for purchase pursuant to the Offer. The purchase price payable to the Eligible Holders whose Existing Notes are accepted for purchase will be equal to $1,027.5 for each $1,000 in principal amount of the Existing Notes. In addition, holders whose Existing Notes are accepted for purchase pursuant to the Offer will also receive accrued and unpaid interest on the principal amount of all Existing Notes accepted for purchase pursuant to the Offer from and including the interest payment date of October 25, 2020 up to, but excluding, the Settlement Date. No tenders of the Existing Notes will be valid if submitted after the Expiration Deadline. If the aggregate principal amount of Existing Notes validly tendered is greater than the Maximum Acceptance Amount, the Company will accept tenders of Existing Notes for purchase on a pro rata basis such that the aggregate principal amount of Existing Notes accepted for purchase is no greater than the Maximum Acceptance Amount. Such pro rata application will be performed by accepting (in respect of each relevant tender instruction) that proportion of Existing Notes validly tendered which is equal to the Maximum Acceptance Amount divided by the aggregate principal amount in respect of all Existing Notes validly tendered, subject to rounding. In the event of any such proration, the Company will round downward, if necessary, to ensure all purchases of Existing Notes will be in a minimum principal amount of $200,000 and integral multiples of $1,000 in excess thereof. However, the Company may elect to accept or reject such tender of Existing Notes in full if application of proration will otherwise result in either (i) the Company accepting Existing Notes from any Eligible Holder in a principal amount of less than $200,000 or (ii) the principal amount of Existing Notes not purchased due to pro rata application being less than $200,000. All Existing Notes not accepted as a result of proration will be returned to the Eligible Holders. Separate Tender Instructions must be submitted on behalf of each individual beneficial owner due to potential proration. Tender Instructions will be irrevocable once delivered in accordance with the terms of the Offer. The Company intends to finance the Offer mainly with internal funds. The Offer was commenced on February 23, 2021 and will expire at 4:00 p.m. (London time) on March 4, 2021, unless extended, reopened, amended and/or terminated as provided in the Offer to Purchase, in which case an announcement to that effect will be made by the Company. Although the Company has no present plans or arrangements to do so, the Company reserves the right to waive, amend, extend, terminate or withdraw the Offer and the terms and conditions thereof at any time, subject to applicable law. The Company will announce the result of the Offer as soon as reasonably practicable after the Expiration Deadline. The Existing Notes repurchased by the Company pursuant to the Offer will be cancelled and those Existing Notes will cease to be outstanding. The Existing Notes which have not been validly submitted and accepted for purchase pursuant to the Offer will remain outstanding. Any Existing Notes that remain outstanding after the Offer will continue to be the obligations of the Company. Holders of those outstanding Existing Notes will continue to have all the rights associated with those Existing Notes. The Company will from time to time issue announcements in respect of the progress of the Offer as and when necessary pursuant to the Listing Rules and other relevant rules and regulations. The Settlement Date for the Offer is currently expected to be March 8, 2021, subject to the right of the Company to extend, reopen, amend and/or terminate the Offer. The Offer is being made as part of the Company's continued efforts to proactively manage its balance sheet liabilities and optimize its debt structure.