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Korea Expressway Corporation (A Statutory Juridical Corporation Organized Under the Laws of the Republic of Korea)

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Korea Expressway Corporation (A Statutory Juridical Corporation Organized Under the Laws of the Republic of Korea) Pricing Supplement Korea Expressway Corporation (a statutory juridical corporation organized under the laws of the Republic of Korea) Issue of CNY 1,300,000,000 4.73% Notes due 2021 under the US$3,500,000,000 Global Medium Term Note Program THE NOTES TO WHICH THIS PRICING SUPPLEMENT RELATES (THE “NOTES”) HAVE NOT BEEN REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR WITH ANY SECURITIES REGULATORY AUTHORITY OF ANY STATE OR OTHER JURISDICTION OF THE UNITED STATES AND, UNLESS SO REGISTERED, MAY NOT BE OFFERED OR SOLD WITHIN THE UNITED STATES OR TO, OR FOR THE ACCOUNT OR BENEFIT OF, U.S. PERSONS (AS DEFINED IN REGULATION S UNDER THE SECURITIES ACT), EXCEPT PURSUANT TO AN EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND APPLICABLE STATE SECURITIES LAWS. ACCORDINGLY, THE NOTES WILL BE OFFERED AND SOLD ONLY OUTSIDE THE UNITED STATES TO NON-U.S. PERSONS IN RELIANCE ON REGULATION S. Sole Bookrunner and Lead Manager SG SECURITIES (HK) LIMITED, TAIPEI BRANCH Co-Managers CAPITAL SECURITIES CORPORATION CATHAY UNITED BANK, CO., LTD. E.SUN COMMERCIAL BANK, LTD. KGI BANK MEGA INTERNATIONAL COMMERCIAL BANK CO., LTD. YUANTA SECURITIES CO., LTD. The date of this Pricing Supplement is March 14, 2018. 2 PRICING SUPPLEMENT March 14, 2018 KOREA EXPRESSWAY CORPORATION Issue of CNY 1,300,000,000 4.73% Notes due 2021 under the US$3,500,000,000 Global Medium Term Note Program This document constitutes the Pricing Supplement relating to the issue of Notes described herein. Terms used herein shall be deemed to be defined as such for the purposes of the terms and conditions (the “Conditions”) set forth in the Offering Memorandum dated April 10, 2017 (the “Offering Memorandum”). This Pricing Supplement is supplemental to and must be read in conjunction with such Offering Memorandum. 1. Issuer: Korea Expressway Corporation 2. (i) Series Number: 31 (ii) Tranche Number: 1 (iii) Re-opening: No 3. Specified Currency or Currencies: Renminbi (“CNY”), being the lawful currency of the People’s Republic of China 4. Aggregate Nominal Amount: (i) Series: CNY 1,300,000,000 (ii) Tranche: CNY 1,300,000,000 5. (a) Issue Price: 100.00% of the Aggregate Nominal Amount (b) Net proceeds (after deducting CNY 1,296,750,000 underwriting commissions and estimated expenses): (c) Use of proceeds: Repayment of debt and other general corporate purposes 6. (i) Specified Denominations: CNY 1,000,000 each and integral multiples of CNY 10,000 in excess thereof (ii) Calculation Amount: CNY 1,000,000 7. (i) Issue Date: March 28, 2018 (ii) Interest Commencement Date: March 28, 2018 8. Maturity Date: March 28, 2021 3 9. Interest Basis: 4.73% Fixed Rate (further particulars specified below) 10. Redemption/Payment Basis: Redemption at par (further particulars specified below) 11. Change of Interest Basis or Not Applicable Redemption/Payment Basis: 12. Put/Call Options: Not Applicable 13. Status of the Notes: Senior unsecured 14. Listing: Taipei Exchange An application will be made by the Issuer for the Notes to be listed on the Taipei Exchange. The Notes will be traded on the Taipei Exchange pursuant to the applicable rules of the Taipei Exchange. Effective date of listing of and trading of the Notes shall be on or about the Issue Date. Application will also be made to the Singapore Exchange Securities Trading Limited (“SGX-ST”) for the listing and quotation of the Notes on the SGX- ST. 15. Method of distribution: Syndicated PROVISIONS RELATING TO INTEREST (IF ANY) PAYABLE 16. Fixed Rate Note Provisions Applicable (i) Rate(s) of Interest: 4.73% per annum payable annually in arrears (ii) Interest Payment Date(s): March 28 of each year up to and including the Maturity Date (with the first interest payment date being March 28, 2019), in each case, subject to adjustment in accordance with the Modified Following Business Day Convention (iii) Fixed Coupon Amount(s): Each Fixed Coupon Amount shall be calculated by multiplying the product of the Rate of Interest and the Calculation Amount by the Day Count Fraction, the resultant figure to the nearest CNY 0.01, CNY 0.005 being rounded upwards (iv) Broken Amount(s): Not applicable (v) Day Count Fraction: Actual/365, Adjusted 4 (vi) Determination Date(s): Not Applicable (vii) Other terms relating to the method of Not Applicable calculating interest for Fixed Rate Notes: 17. Floating Rate Note Provisions Not Applicable 18. Zero Coupon Note Provisions Not Applicable 19. Index Linked Interest Note Provisions Not Applicable 20. Dual Currency Note Provisions Not Applicable PROVISIONS RELATING TO REDEMPTION 21. Issuer Call Not Applicable 22. Investor Put Not Applicable 23. Final Redemption Amount of each Note: CNY 1,000,000 per Calculation Amount 24. Early Redemption Amount of each Note CNY 1,000,000 per Calculation Amount payable on redemption for taxation reasons or on event of default and/or the method of calculating the same (if required or if different from that set out in Condition 7.7 (Redemption and Purchase—Early Redemption Amounts): GENERAL PROVISIONS APPLICABLE TO THE NOTES 25. Form of Notes: Registered Notes The Notes will be registered in the name of Citivic Nominees Limited as nominee of Citibank Europe plc as common depositary for Euroclear Bank SA/NV (“Euroclear”) and Clearstream Banking, societe anonyme (“Clearstream”). The Notes will be settled and held solely through Euroclear and Clearstream in accordance with the rules and operating procedures of Euroclear and Clearstream. For the avoidance of doubt, any provision in the Registered Global Note relating to registration or settlement through The Depositary Trust Company is not applicable to the Notes. The foregoing provisions apply to the Notes notwithstanding any provisions in the Registered Global Note to the contrary. 5 26. Additional Financial Center(s) or other London, New York, Hong Kong, Seoul and Taipei special provisions relating to Payment Days: 27. Talons for future Coupons or Receipts to be Not Applicable attached to Definitive Bearer Notes (and dates on which such Talons mature): 28. Details relating to Partly Paid Notes: amount Not Applicable of each payment comprising the Issue Price and date on which each payment is to be made and consequences of failure to pay, including any right of the Issuer to forfeit the Notes and interest due on late payment: 29. Details relating to Installment Notes: (i) Installment Amount(s): Not Applicable (ii) Installment Date(s): Not Applicable 30. Redenomination applicable: Not Applicable 31. (i) The rate of interest to be applied for Interest Basis specified above purposes of determining the Attributable Debt as defined in Condition 4.3 (Covenants—Interpretations): (ii) Other terms or special conditions: See Annex A DISTRIBUTION 32. (i) If syndicated, names of Managers: Lead Manager SG Securities (HK) Limited, Taipei Branch Co-Managers Capital Securities Corporation Cathay United Bank, Co., Ltd. E.SUN Commercial Bank, Ltd. KGI Bank Mega International Commercial Bank Co., Ltd. Yuanta Securities Co., Ltd. (ii) Stabilizing Manager(s)(if any): Not Applicable 33. If non-syndicated, name of relevant Dealer: Not Applicable 34. Whether TEFRA D or TEFRA C rules TEFRA rules not applicable applicable or TEFRA rules not applicable: 35. Additional selling restrictions: Taiwan 6 The Notes have not been, and shall not be, offered, sold or re-sold, directly or indirectly, in the Republic of China, Taiwan (“R.O.C.” or “Taiwan”), to investors other than "professional investors" as defined under Paragraph 1, Article 2-1 of the Taipei Exchange Rules Governing Management of Foreign Currency Denominated International Bonds. Purchasers of the Notes are not permitted to sell or otherwise dispose of the Notes except by transfer to a professional investors. European Economic Area Solely for the purposes of the manufacturer’s product approval process, the target market assessment in respect of the securities has led to the conclusion that: (i) the target market for the securities is eligible counterparties and professional clients only, each as defined in Directive 2014/65/EU (as amended, “MiFID II”); and (ii) all channels for distribution of the securities to eligible counterparties and professional clients are appropriate. Any person subsequently offering, selling or recommending the securities (a “distributor”) should take into consideration the manufacturer’s target market assessment; however, a distributor subject to MiFID II is responsible for undertaking its own target market assessment in respect of the securities (by either adopting or refining the manufacturer’s target market assessment) and determining appropriate distribution channels. OPERATIONAL INFORMATION 36. Any clearing system(s) other than Euroclear Not applicable; Notes to be cleared through Euroclear and Clearstream and the relevant and Clearstream identification number(s): 37. Delivery: Delivery against payment 38. In the case of Registered Notes, specify the Not Applicable location of the office of the Registrar if other than Frankfurt: 39. Additional Paying Agent(s) (if any): None ISIN: XS1793245124 Common Code: 179324512 7 LISTING APPLICATION This Pricing Supplement comprises the details required to list the issue of Notes described herein pursuant to the US$3,500,000,000 Global Medium Term Note Program of Korea Expressway Corporation. RESPONSIBILITY Taipei Exchange is not responsible for the content of this Pricing Supplement, the Offering Memorandum and any supplement or amendment thereto and no representation is made by Taipei Exchange to the accuracy or completeness of this Pricing Supplement, the Offering Memorandum and any supplement or amendment thereto. Taipei Exchange expressly disclaims any and all liability for any losses arising from, or as a result of the reliance on, all or part of the contents of this Pricing Supplement, the Offering Memorandum and any supplement or amendment thereto. Admission to the listing and trading of the Notes on the Taipei Exchange shall not be taken as an indication of the merits of the Issuer or the Notes.
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