Zhejiang Expressway Co., Ltd. (SEHK:576), Jiangsu Expressway Company Limited (SEHK:177), Sichuan Expressway Company Limited (SEHK:107), Anhui Expressway Company Limited (SEHK:995), China Merchants Expressway Network & Technology Holdings Co., Ltd. (SZSE:001965) and China Merchants United Development Co., Ltd. agreed to acquire 51% stake in ICA IC Ictas Astaldi Ucuncu Bogaz Koprusu Ve Kuzey Marmara Otoyolu Yatirim Ve Isletme A.S. from IC-Içtas Insaat Sanayi ve Ticaret A.S. for HKD 4.77 billion on December 20, 2019. As a part of the transaction, Zhejiang Expressway will acquire 8.925% stake for approximately HKD 940 million, China Merchants Expressway will acquire 15.81% stake in ICA IC Ictas Astaldi, China Merchants United Development will acquire 10.2% stake, Anhui Expressway will acquire 3.6% stake, Sichuan Expressway will acquire 3.6% stake and Jiangsu Expressway will acquire 8.925% stake in ICA IC Ictas Astaldi. The acquisition of 51% stake is inclusive of 51% of a related shareholder's loan of ICA IC Ictas Astaldi.

In a related transaction, Zhejiang Expressway Co., Ltd., Jiangsu Expressway Company Limited, Sichuan Expressway Company Limited, Anhui Expressway Company Limited, China Merchants Expressway and China Merchants United Development Co., Ltd. agreed to acquire 51% stake in Eurasia Motorway Maintenance and Operations Limited from IC-Içtas Insaat Sanayi ve Ticaret A.S. for HKD 596.02 million. Zhejiang Expressway Co., Ltd. will fund the acquisition from bank financing.

Transaction is subject to issuance of new share certificates by ICA IC Ictas Astaldi. in accordance with the Turkish Commercial Code, the approval of the General Directorate of Highways and the Ministry of Finance and Treasury in Turkey, the approval of existing borrowing banks of ICA IC Ictas Astaldi, the approval of antitrust regulatory authorities, the approval of Chinese governmental departments such as the State Administration of Foreign Exchange and the completion of acquisition by IC-Içtas Insaat Sanayi of Astaldi's shareholding and shareholder loans in ICA IC Ictas Astaldi. Transaction is expected to close on April 1, 2019. Citi acted as financial advisor to IC-Içtas Insaat Sanayi ve Ticaret A.S. Morgan Stanley acted as financial advisor to ICA IC Ictas Astaldi Ucuncu Bogaz Koprusu Ve Kuzey Marmara Otoyolu Yatirim Ve Isletme A.S., Frank Yuen, Tianning Xiang and Liu Fang of Clifford Chance LLP (Shanghai) and Itir Çiftçi and Kemal Aksel of Yegin Çiftçi Attorney Partnership acted as legal advisor to Zhejiang Expressway Co., Ltd, Jiangsu Expressway Company Limited, Sichuan Expressway Company Limited, Anhui Expressway Company Limited, China Merchants Expressway Network & Technology Holdings Co., Ltd. and China Merchants United Development Co., Ltd. Ismail Esin and Caner Elmas of Esin Attorney Partnership, and Tracy Wut and Maggie Chen of Baker & McKenzie LLP acted as legal advisors to IC-Içtas Insaat Sanayi ve Ticaret A.S. Barclays acted as the financial advisor to the consortium including China Merchants Expressway Network & Technology Holdings Co. Ltd, China Merchants Union (BVI) Limited, Jiangsu Expressway Company Limited, Zhejiang Expressway Co. Ltd., Anhui Expressway Company Limited and Sichuan Expressway Company Limited. The Consortium Company has recently received a letter from IC Ictas to request for negotiation among the parties to terminate the Equity Acquisition Agreements. As at the date of this announcement, the parties to the Equity Acquisition Agreements fail to reach an agreement on the terms of refinancing, being a condition precedent to Completion. Therefore, not all of the conditions precedent to the Acquisition have been fulfilled in full or waived by the long stop date of the Acquisition. In light of the above, shareholders of the Consortium Company agree that the Consortium Company will commence an arm's length negotiation with IC Ictas in relation to the termination of the Equity Acquisition Agreements (the “Proposed Termination”).

Zhejiang Expressway Co., Ltd. (SEHK : 576) cancelled the acquisition of a 8.925% stake in ICA IC Ictas Astaldi Ucuncu Bogaz Koprusu Ve Kuzey Marmara Otoyolu Yatirim Ve Isletme A.S. from IC-Içtas Insaat Sanayi ve Ticaret A.S. on August 20, 2021.