General Announcement::SIA Rights 2021 Mandatory Convertible Bonds - Frequently Asked Questions

SINGAPORE AIRLINES'

RIGHTS 2021 MANDATORY CONVERTIBLE BONDS

FREQUENTLY ASKED QUESTIONS

Thisdocumentisqualifiedinitsentiretyby,andshouldbereadinconjunctionwith,thefulltextoftheOfferInformation Statement. Capitalised terms used which are not otherwise defined herein shall have the same meaning as ascribed to them in the section entitled "Definitions" of the Offer Information Statement.

1. ABOUT THE RIGHTS 2021 MCBs

1. What are the key terms of the Rights 2021 MCBs?

Issue Price

S$1.00 for every S$1.00 in principal amount of the Rights 2021 MCBs

Basis of Provisional Allocation

Issue Date

Entitled Shareholders will be offered, on a pro-rata basis, the rights to subscribe for 209 Rights 2021 MCBs for every 100 existing Shares1 held at 5.00 p.m. on 28 May 2021 (the "Record Date").

Other Key Terms

Expected to be 24 June 2021

Maturity Date	8 June 2030
Coupon	Zero coupon
Final Accreted	S$1.69797 in respect of each S$1.00 in principal amount of Rights 2021 MCBs
on the Maturity Date (calculated based on a 6% annual yield to conversion,
Principal Amount	compounded on a semi-annual basis, assuming the Issue Date is 24 June
	2021)

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Conversion Price S$4.84 (subject to adjustment in certain events)2

The Rights 2021 MCBs may be redeemed by SIA, in whole or in part, on every six-month anniversary of the Issue Date.

In such an event, Rights 2021 MCB Holders will be repaid in cash based on an annualised yield of between 4% and 6% compounded on a semi-annual basis, depending on when the Rights 2021 MCBs are redeemed.

On the Maturity Date, the Rights 2021 MCBs that have not been redeemed or purchased and cancelled will be converted into Shares. Upon mandatory conversion, Rights 2021 MCB Holders will receive Shares based on the Final Accreted Principal Amount and Conversion Price and will not be repaid in cash3.

Fractional entitlements to be disregarded

Subject to adjustments for full dividend protection and standard anti-dilution adjustments in accordance with the Terms and Conditions of the Rights 2021 MCBs

For the avoidance of doubt, no further cash outlay will be required from Rights 2021 MCB Holders for the conversion of Rights 2021 MCBs into Shares

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A. ABOUT THE RIGHTS 2021 MCBs

2. How are the redemption prices determined?

Redemption prices are calculated based on:

1. the Semi-Annual Date that the Rights 2021 MCBs are redeemed; and
2. the respective annual yield to call, compounded on a semi-annual basis.

Yield to Call*

If Rights 2021 MCBs are redeemed:

(p.a.)

		Within first four years of issue date (i.e. 8th Semi-Annual Date or earlier)		4%
		Within fifth to seventh year of issue date (i.e. between 9th and 14th Semi-Annual	5%
		Dates, both inclusive)
		From eighth year of issue date onwards (i.e. between 15th and 17th Semi-Annual	6%
		Dates, both inclusive)
* Yield to call is compounded on a semi-annual basis
For illustrative purposes:
		If SIA redeems	Redemption price (%):	Calculation:
		Rights 2021 MCBs on the:
		2nd Semi-Annual Date	104.040	100 x (1 + 0.04 / 2) ^ 2
		9th Semi-Annual Date	124.886	100 x (1 + 0.05 / 2) ^ 9
		15th Semi-Annual Date	155.797	100 x (1 + 0.06 / 2) ^ 15

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A. ABOUT THE RIGHTS 2021 MCBs

2. How are the redemption prices determined? (cont'd)

Redemption prices of the Rights 2021 MCBs at respective Semi-Annual Dates are tabulated below:

Redemption Price of Rights 2021 MCBs
YieldtoCall		4%	5%
(perannum)
1st	Expected
Semi-Annual	Dates4	100.000	100.000
Date
1st	24 Dec 21	102.000
2nd	24 Jun 22	104.040
3rd	24 Dec 22	106.121
4th	24 Jun 23	108.243	4%
per
5th	24 Dec 23	110.408	annum
6th	24 Jun 24	112.616
7th	24 Dec 24	114.869
8th	24 Jun 25	117.166
9th	24 Dec 25		124.886
10th	24 Jun 26		128.008
11th	24 Dec 26		131.209
12th	24 Jun 27		134.489
13th	24 Dec 27		137.851
14th	24 Jun 28		141.297
15th	24 Dec 28
16th	24 Jun 29
17th	24 Dec 29
Maturity	08 Jun 30
Date

4	Assuming that the Issue Date is 24 June 2021
5	Assuming no adjustments to the Conversion Price

6%

100.000

annum per 5%

155.797

160.471

165.285

169.797

Redemption in Cash or

Conversion into Shares

Redemption in Cash at the option of SIA

(1st to 17th Semi-Annual Date)

annum per 6%

Mandatory Conversion at

S$4.845 per Share

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A. ABOUT THE RIGHTS 2021 MCBs

3. What happens on Maturity Date?

The Rights 2021 MCBs are structured such that they can be redeemed, partially or fully, by SIA on each of the 1st to 17th Semi-Annual Dates at the corresponding Redemption Prices.

On the Maturity Date, the Rights 2021 MCBs will be mandatorily converted into shares of SIA and will no longer be redeemable by SIA. Conversion of the Rights 2021 MCBs will be based on the Final Accreted Principal Amount of the Rights 2021 MCBs, which is S$1,697.97 in respect of each S$1,000 principal amount of the Rights 2021 MCBs (i.e. 169.797%), assuming that the Issue Date of the Rights 2021 MCBs is 24 June 2021.

Upon maturity, the Rights 2021 MCBs will be converted at the Conversion Price of

S$4.84 per Share

(subject to adjustments)6

Conversion will be based on the Final Accreted Principal Amount, which is calculated based on a 6%

annual yield to conversion, compounded on a semi-annual basis

For illustrative purposes:

Assuming the Issue Date is 24 June 2021 and a principal amount of S$1,000,

the Final Accreted Principal Amount will be

S$1,697.97

Number of Shares to be issued will be

350

S$ 1,697.97 / S$4.84 = 350 Shares

(rounded down as fractional entitlements are disregarded)

Fortheavoidanceofdoubt,nofurthercashoutlaywillberequiredfromRights2021MCBHoldersforthe

conversionofRights2021MCBsintoShares.

6 Subject to adjustments for full dividend protection and standard anti-dilution adjustments in accordance with the Terms and Conditions of the Rights 2021 MCBs

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B. ENTITLEMENTS

4. If I have 1,000 SIA shares, how many Rights 2021 MCBs am I entitled to?

If you are an Entitled Shareholder with 1,000 SIA shares as at the Record Date (i.e. 5.00 pm. on 28 May 2021), you will receive rights entitlements in respect of 2,090 Rights 2021 MCBs based on the ratio of 209 Rights 2021 MCBs for every 100 existing SIA shares. You can subscribe for Rights 2021 MCBs at the price of S$1.00 per Rights 2021 MCB.

You can also choose to apply for Rights 2021 MCBs in excess of your entitlements, but there is no guarantee that all of your excess applications will be successful.

5. Who is entitled to the Rights 2021 MCBs?

Entitled Depositors

Shareholders with Shares standing to the credit of Securities Accounts with CDP as at the Record Date, and

1. whose registered addresses with CDP are in Singapore as at the Record Date, or
2. who have, at least three market days prior to the Record Date, provided CDP with addresses in Singapore for the service of notices and documents,

but exclude, subject to certain exceptions, Shareholders located, resident or with a registered address outside Singapore.

Entitled Scripholders

Shareholders whose share certificates have not been deposited with CDP as well as transferees who have tendered to the Company's Share Registrar registrable transfers of their Shares and the certificates relating thereto for registration up to the Record Date, and

1. whose registered addresses with the Company are in Singapore as at the Record Date, or
2. who have, at least three market days prior to the Record Date, provided the Share Registrar with addresses in Singapore for the service of notices and documents,

but exclude, subject to certain exceptions, Shareholders located, resident or with a registered address outside Singapore.

Entitled QIBs

Entitled QIBs are Shareholders

1. who are qualified institutional buyers (as defined under Rule 144A of the Securities Act),
2. who are Entitled Shareholders (but for the fact that they are outside of Singapore),
3. who have provided the Company with a signed investor representation letter (in the form provided to such Shareholder by the Company), and
4. whose identities have been agreed by the Company and the Sole Lead Manager.

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