China Fishery Group Limited announces amendment of 
terms of voluntary cash tender offer to acquire all 
of the shares of Copeinca ASA

NOT FOR DISTRIBUTION IN OR INTO CANADA, AUSTRALIA, 
JAPAN OR ANY OTHER JURISDICTION IN WHICH THE 
DISTRIBUTION OR RELEASE WOULD BE UNLAWFUL

Reference is made to the offer document dated 13 
March 2013 regarding the voluntary cash tender offer 
(the "Offer") for shares (the "Shares") of Copeinca 
ASA (the "Company") made by Grand Success Investment 
(Singapore) Private Limited (the "Offeror"), a 
Singaporean limited liability company indirectly 
owned by China Fishery Group Limited ("CFGL"). 
Reference is also made to the announcements from 
Cermaq ASA ("Cermaq") and the Company on 5 April 2013 
regarding a competing offer for shares of the Company 
made by Cermaq (the "Cermaq Offer"); the announcement 
by CFGL on 11 April 2013 that it would amend and 
improve certain terms of the Offer (the "First 
Amendment Notice"); the offer document published by 
Cermaq on 29 April 2013 for the Cermaq Offer; and the 
announcement made by Marine Harvest ASA ("Marine 
Harvest") on 30 April 2013 regarding its potential 
offer for the shares of Cermaq, such offer being 
contingent on, among other things, the Cermaq Offer 
not being completed (the "Marine Harvest Offer").

Pursuant to the First Amendment Notice, the Offeror 
extended the Acceptance Period (as defined in the 
Offer Document) in the Offer to 10 May 2013. As a 
consequence of the recent developments relating to 
the Cermaq Offer and the Marine Harvest Offer, CFGL 
has decided to further extend the Acceptance Period 
such that the new expiry time is 23 May 2013 at 21:00 
(CET) / 15:00 (PET). This is the latest possible 
expiry time, ref. section 3.2 of the Offer Document.

In the event that the 50.01 minimum acceptances 
condition, ref. section 3.3 (a) in the Offer 
Document, is not satisfied or waived by the new 
expiry time, and the shareholders in Cermaq votes 
down the proposed equity issue on 21 May 2013, the 
Offeror will consider making a new offer with similar 
terms as the Offer.

Settlement is expected to take place in mid June 
2013, subject to satisfaction or waiver by the 
Offeror of the conditions for completion of the Offer 
as set out in section 3.3 of the Offer Document. As a 
result of the extension of the Acceptance Period, the 
Drop-dead Date (as defined in the Offer Document) in 
the Offer will be extended to 1 August 2013 at 21:00 
(CET) / 15:00 (PET). The latest possible settlement 
date under the revised Offer will be 22 August 2013, 
which is three weeks from the adjusted Drop-dead Date.

With respect to the condition for shareholders' 
approval in section 3.3 (g) of the Offer Document, 
CFGL note that the Rights Issue (as defined in the 
Offer Document) has now been completed and that 
irrevocable undertakings are in place covering a 
sufficient number of shares to secure the remaining 
actions requiring approval of the shareholders in 
CFGL and its ultimate parent company Pacific Andes 
International Holdings Limited (PAIH).

As announced in the First Amendment Notice, the 
Offeror has previously decided to waive the condition 
in section 3.3 (f) (iv) (a) of the Offer Document as 
regards the issuance of 11.7 million new shares to 
Cermaq announced by the Company on 5 April 2013, 
meaning that the Offer comprises all shares currently 
issued by the Company less shares already held by the 
Offeror.

At the date of this announcement, the Offeror has 
received pre-acceptances and entered into call-option 
agreements for a total of 16,921,048 Shares, equal to 
24.1% of the Shares and votes in the Company. The 
terms and conditions of the pre-acceptances and call-
option agreement are described in section 3.9 of the 
Offer Document. In addition, the Offeror has received 
acceptances under the Offer for 2,418,551 Shares, and 
owns 5,773,000 Shares in the Company. Accordingly, in 
total the Offeror holds Shares and rights to Shares 
equal to approx. 35.8% of the Shares and votes in the 
Company.

The amendments to the terms of the Offer as described 
above have been approved by Oslo Børs. The other 
terms and conditions of the Offer will remain 
unchanged and as set out in the Offer Document as 
amended by the First Amendment Notice.

***

The Offer and the distribution of this announcement 
and other information in connection with the Offer 
may be restricted by law in certain jurisdictions. 
CFGL does not assume any responsibility in the event 
there is a violation by any person of such 
restrictions. Persons into whose possession this 
announcement or such other information should come 
are required to inform themselves about and to 
observe any such restrictions.

This information is subject to the disclosure 
requirements set out in section 6-19 of the Norwegian 
Securities Trading Act.

Contacts

Skandinaviska Enskilda Banken AB (publ) Oslo Branch, 
financial adviser
Henrik Tangen, +47 2100 8511, henrik.tangen@seb.no

China Fishery Group Limited
Dennis Chan, Finance Director, +852 2589 4156, 
dennis.chan@chinafish.com
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