SOCAM Development : PROPOSED ISSUE OF US$ DENOMINATED SENIOR NOTES

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

This announcement is for information purposes only and does not constitute an invitation or offer to acquire, purchase or subscribe for the securities referred to herein. This announcement is not, and is not intended to be, an offer of securities of the Company for sale, or the solicitation of an offer to buy securities of the Company, in Hong Kong, the PRC or the United States or any other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction, and neither this announcement nor anything herein forms the basis for any contract or commitment whatsoever. The securities referred to herein have not been and will not be registered under the U.S. Securities Act, or any state securities laws of the United States, and may not be offered or sold within the United States, except pursuant to an exemption under, or in a transaction not subject to, the U.S. Securities Act. This announcement and the information contained herein are not for distribution, directly or indirectly, in or into the United States or to or for the benefit of U.S. persons. No public offer of the securities referred to herein is being or will be made in the United States.

瑞安建業有限公司*

SOCAM Development Limited

(Incorporated in Bermuda with limited liability)

(Stock Code: 983 and Debt Stock Code: 4518)

PROPOSED ISSUE OF US$ DENOMINATED SENIOR NOTES

This announcement is made by the Company pursuant to Rule 13.09(2)(a) and Rule 37.47B(a) of the Listing Rules and Part XIVA of the SFO.

The Company proposes to conduct an offering of the Notes to Professional Investors outside the United States. The completion of the Proposed Notes Issue is subject to market conditions and investors' interest. UBS as the sole global coordinator, bookrunner and lead manager, and the initial purchaser is managing the Proposed Notes Issue.

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An application will be made to the Stock Exchange for permission to deal in the Notes by way of debt issues to Professional Investors only. The listing and quotation of the Notes on the Stock Exchange is not to be taken as an indication of the merits of the Company or the Notes.

As no binding agreement in relation to the Proposed Notes Issue has been entered into at the date of this announcement, the Proposed Notes Issue may or may not materialise. The completion of the Proposed Notes Issue is subject to market conditions and investors' interest. Securities holders of the Company and potential investors should therefore exercise caution when dealing in the securities of the Company.

Further announcement in respect of the Proposed Notes Issue will be made by the Company should the purchase agreement in respect of the Proposed Notes Issue be signed.

PROPOSED NOTES ISSUE

Introduction

The Company proposes to conduct an offering of the Notes to Professional Investors outside the United States. The completion of the Proposed Notes Issue is subject to market conditions and investors' interest. UBS as the sole global coordinator, bookrunner and lead manager, and the initial purchaser is managing the Proposed Notes Issue.

The Notes have not been, and will not be, registered under the U.S. Securities Act. The Notes will be offered outside the United States in compliance with Regulation S under the U.S. Securities Act. None of the Notes will be offered to the public in Hong Kong nor will be placed to any connected persons of the Company.

SOCL, being the controlling shareholder of the Company, will issue to the Company a letter of support in relation to the Notes, setting out, amongst others, the intention of SOCL to maintain directly or indirectly, control over more than 35% of the issued shares in the capital of the Company. The letter of support does not constitute or be deemed to constitute a direct or indirect guarantee by SOCL to any party of the payment of the interest or principal under the Notes by the Company.

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Reasons for the Proposed Notes Issue

The Group principally engages in property development and investment in the PRC, property investment and management in Hong Kong, and construction in Hong Kong and Macau.

The Proposed Notes Issue is being undertaken to refinance the Group's existing indebtedness with near term maturities, including the existing 6.25% senior notes due 2020 issued by the Company, and/or for general corporate purposes. The Group may adjust the financing plans in response to changing market conditions and thus may reallocate the use of the net proceeds from the Proposed Notes Issue.

Listing

An application will be made to the Stock Exchange for permission to deal in the Notes by way of debt issues to Professional Investors only. The listing and quotation of the Notes on the Stock Exchange is not to be taken as an indication of the merits of the Company or the Notes.

GENERAL

As no binding agreement in relation to the Proposed Notes Issue has been entered into at the date of this announcement, the Proposed Notes Issue may or may not materialise. The completion of the Proposed Notes Issue is subject to market conditions and investors' interest. Securities holders of the Company and potential investors should therefore exercise caution when dealing in the securities of the Company.

Further announcement in respect of the Proposed Notes Issue will be made by the Company should the purchase agreement in respect of the Proposed Notes Issue be signed.

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DEFINITIONS

In this announcement, unless the context requires otherwise, the following expressions have the following meanings:

"Board"	the board of Directors;
"Company"	SOCAM Development Limited, a company incorporated in
	Bermuda with limited liability, whose shares are listed on the
	main board of the Stock Exchange (stock code: 983);
"connected persons",	each has the meaning ascribed to it under the Listing Rules;
"controlling shareholder"
and "subsidiaries"
"Director(s)"	the director(s) of the Company;
"Group"	collectively, the Company and its subsidiaries;
"Hong Kong"	the Hong Kong Special Administrative Region of the
	People's Republic of China;
"Listing Rules"	the Rules Governing the Listing of Securities on the Stock
	Exchange;
"Macau"	the Macau Special Administrative Region of the People's
	Republic of China;
"Notes"	the US$ denominated senior notes expected to be issued by
	the Company;
"PRC"	the People's Republic of China (for the purpose of this
	announcement, excluding Hong Kong, Macau and Taiwan);
"Professional Investors"	as defined in Chapter 37 of the Listing Rules and in the SFO;
"Proposed Notes Issue"	the proposed issue of the Notes;

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"SFO"	the Securities and Futures Ordinance (Cap 571 of the Laws of
	Hong Kong);
"SOCL"	Shui On Company Limited, a company incorporated in
	the British Virgin Islands with limited liability and the
	controlling shareholder of the Company;
"Stock Exchange"	The Stock Exchange of Hong Kong Limited;
"UBS"	UBS AG Hong Kong Branch, the sole global coordinator,
	bookrunner and lead manager, and the initial purchaser in
	respect of the offer and sale of the Notes;
"U.S." or "United States"	the United States of America, its territories and possessions
	and all areas subject to its jurisdiction;
"U.S. Securities Act"	the United States Securities Act of 1933, as amended;
"US$"	United States dollar, the lawful currency of the United States;
	and
"%"	per cent.

By order of the Board

SOCAM Development Limited

Wong Yuet Leung, Frankie

Executive Director, Chief Executive Officer and

Chief Financial Officer

Hong Kong, 11 September 2019

At the date of this announcement, the executive Directors are Mr. Lo Hong Sui, Vincent and Mr. Wong Yuet Leung, Frankie; the non-executive Director is Ms. Lo Bo Yue, Stephanie; and the independent non-executive Directors are Ms. Li Hoi Lun, Helen, Mr. Chan Kay Cheung and Mr. William Timothy Addison.

• For identification purpose only Website: www.socam.com

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