The Board of Zhongliang Holdings Group Company Limited announced that on June 16, 2022, all conditions precedent to the Exchange Offer have been fulfilled and the Exchange Offer has been completed. Pursuant to the terms and conditions of the Exchange Offer, a total of USD 8,975,000 May 2022 Notes were validly tendered for exchange and accepted by the Company. Upon cancellation of these May 2022 Notes, the remaining outstanding principal amount of the May 2022 Notes will be USD 18,653,000.

In addition, a total of USD 58,592,000 July 2022 Notes were validly tendered for exchange and accepted by the Company. Upon cancellation of these July 2022 Notes, the remaining outstanding principal amount of the July 2022 Notes will be USD 12,574,000. In exchange of the validly tendered and accepted May 2022 Notes and July 2022 Notes, the Company has issued USD 22,588,400 of the Additional April 2023 New Notes and USD 44,978,600 of the Additional December 2023 New Notes pursuant to the Exchange Offer.

The Additional April 2023 New Notes bear interest at the rate of 8.75% per annum from May 18, 2022, payable in arrears on October 15, 2022 and April 15, 2023 and are consolidated to form a single series with the USD 201,636,117 Original April 2023 New Notes. The Additional December 2023 New Notes bear interest at the rate of 9.75% per annum from May 18, 2022, payable in arrears on December 31, 2022, June 30, 2023 and December 31, 2023 and are consolidated to form a single series with the USD 428,869,883 Original December 2023 New Notes.