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Bright Galaxy International Limited 耀河國際有限公司 (The “Issuer”) (Incorporated in the British Virgin Islands with Limited Liability)

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Bright Galaxy International Limited 耀河國際有限公司 (The “Issuer”) (Incorporated in the British Virgin Islands with Limited Liability) Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited (“SEHK”)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 and the listing document referred to herein have been published for information purposes only as required by the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited (the “Listing Rules”) and do not constitute an offer to sell nor a solicitation of an offer to buy any securities. Neither this announcement nor anything referred to herein (including the listing document) forms the basis for any contract or commitment whatsoever. For the avoidance of doubt, the publication of this announcement and the listing document referred to herein shall not be deemed to be an offer of securities made pursuant to a prospectus issued by or on behalf of the Issuer (as defined below) for the purposes of the Companies (Winding Up and Miscellaneous Provisions) Ordinance (Cap. 32) of Hong Kong nor shall it constitute an advertisement, invitation or document containing an invitation to the public to enter into or offer to enter into an agreement to acquire, dispose of, subscribe for or underwrite securities for the purposes of the Securities and Futures Ordinance (Cap. 571) of Hong Kong. This announcement is not an offer of securities of the Issuer for sale, or the solicitation of an offer to buy securities of the Issuer, in the United States. The securities referred to herein have not been and will not be registered under the United States Securities Act of 1933, as amended (the “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. No public offer of the securities referred to herein is being or will be made in the United States. Notice to Hong Kong investors: The Issuer and the Guarantor (as defined below) confirm that the Bonds (as defined below) are intended for purchase by Professional Investors (as defined in Chapter 37 of the Listing Rules) only and are listed on the SEHK on that basis. Accordingly, the Issuer and the Guarantor confirm that the Bonds are not appropriate as an investment for retail investors in Hong Kong. Investors should carefully consider the risks involved. Bright Galaxy International Limited 耀河國際有限公司 (the “Issuer”) (incorporated in the British Virgin Islands with limited liability) PUBLICATION OF THE OFFERING CIRCULAR U.S.$517,000,000 3.25 per cent. guaranteed bonds due 2026 Stock Code: 40762 (the “Bonds”) Unconditionally and Irrevocably Guaranteed by Beijing Capital Development Holding (Group) Co., Ltd. (北京首都開發控股(集團)有限公司) (the “Guarantor”) (incorporated in the People’s Republic of China with limited liability) 1 Joint Global Coordinators, Joint Bookrunners and Joint Lead Managers Haitong International Huatai International Joint Lead Managers and Joint Bookrunners Bank of BOCOM International China Everbright Bank Communications Hong Kong Branch China International CMBC Capital Shanghai Pudong Capital Corporation Development Bank Hong Kong Branch This announcement is issued pursuant to Rule 37.39A of the Listing Rules. Reference is made to the notice of listing of the Bonds on The Stock Exchange of Hong Kong Limited dated 15 July 2021 published by the Issuer. The offering circular dated 8 July 2021 in relation to the Bonds is appended to this announcement. Hong Kong, 16 July 2021 As at the date of this announcement, the board of directors of the Issuer comprises two directors, namely Liu Jiang and Bai Xiaogang. As at the date of this announcement, the board of directors of the Guarantor comprises nine directors, namely Pan Liqun, Li Yan, Pan Wen, Liu Jun, Liu Zhanshan, Li Xiaoli, Ding Chuanbo, Sun Ganghong and Li Changzhao. 2 IMPORTANT NOTICE NOT FOR DISTRIBUTION IN THE UNITED STATES IMPORTANT: You must read the following disclaimer before continuing. The following applies to the offering circular following this page (the “Offering Circular”), and you are therefore advised to read this carefully before reading, accessing or making any other use of this Offering Circular. In accessing this Offering Circular, you agree to be bound by the following terms and conditions, including any modifications to them any time you receive any information as a result of such access. NOTHING IN THIS ELECTRONIC TRANSMISSION CONSTITUTES AN OFFER OF SECURITIES FOR SALE IN THE UNITED STATES OR ANY OTHER JURISDICTION WHERE IT IS UNLAWFUL TO DO SO. THE BONDS AND THE GUARANTEE HAVE NOT BEEN, AND WILL NOT BE, REGISTERED UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE UNITED STATES OR OTHER JURISDICTION AND THE BONDS AND THE GUARANTEE MAY NOT BE OFFERED OR SOLD WITHIN THE UNITED STATES, EXCEPT PURSUANT TO AN EXEMPTION FROM, OR IN A TRANSACTION NOT SUBJECT TO, THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND APPLICABLE STATE OR LOCAL SECURITIES LAWS. THIS OFFERING IS MADE SOLELY IN OFFSHORE TRANSACTIONS PURSUANT TO REGULATION S UNDER THE SECURITIES ACT. THIS OFFERING CIRCULAR MAY NOT BE FORWARDED OR DISTRIBUTED TO ANY OTHER PERSON AND MAY NOT BE REPRODUCED IN ANY MANNER WHATSOEVER, AND IN PARTICULAR, MAY NOT BE FORWARDED TO ANY ADDRESS IN THE UNITED STATES. ANY FORWARDING, DISTRIBUTION OR REPRODUCTION OF THIS DOCUMENT IN WHOLE OR IN PART IS UNAUTHORISED. FAILURE TO COMPLY WITH THIS DIRECTIVE MAY RESULT IN A VIOLATION OF THE SECURITIES ACT OR THE APPLICABLE LAWS OF OTHER JURISDICTIONS. IF YOU HAVE GAINED ACCESS TO THIS TRANSMISSION CONTRARY TO ANY OF THE FOREGOING RESTRICTIONS, YOU ARE NOT AUTHORISED AND WILL NOT BE ABLE TO PURCHASE ANY OF THE SECURITIES DESCRIBED THEREIN. Confirmation of Your Representation: In order to be eligible to view this Offering Circular or make an investment decision with respect to the securities, investors must not be located in the United States. This Offering Circular is being sent at your request and by accepting the e-mail and accessing this Offering Circular, you shall be deemed to have represented to Haitong International Securities Company Limited, Huatai Financial Holdings (Hong Kong) Limited, Bank of Communications Co., Ltd. Hong Kong Branch, BOCOM International Securities Limited, China Everbright Bank Co., Ltd., Hong Kong Branch, China International Capital Corporation Hong Kong Securities Limited, CMBC Securities Company Limited and Shanghai Pudong Development Bank Co., Ltd., Hong Kong Branch (together, the “Joint Lead Managers”), Bright Galaxy International Limited 耀河國際有限公司 (the “Issuer”) and Beijing Capital Development Holding (Group) Co., Ltd. (北京 首都開發控股(集團)有限公司) (the “Guarantor”) that: (1) you and any customers you represent are not in the United States, (2) the e-mail address to which this e-mail has been delivered is not located in the United States, and (3) you consent to delivery of this Offering Circular by electronic transmission. To the extent you purchase the securities described in the attached document, you will be doing so in an offshore transaction as defined in regulations under the Securities Act in compliance with Regulation S thereunder. This Offering Circular has been sent to you in an electronic form. You are reminded that documents transmitted via this medium may be altered or changed during the process of electronic transmission and consequently neither the Issuer, the Guarantor, the Joint Lead Managers, the Trustee or the Agents, nor any of their respective affiliates, directors, officers, employees, advisers, representatives or agents, nor any person who controls any of them accepts any liability or responsibility whatsoever in respect of any difference between this Offering Circular distributed to you in electronic format and the hard copy version available to you on request from the Joint Lead Managers. You are reminded that this Offering Circular has been delivered to you on the basis that you are a person into whose possession this Offering Circular may be lawfully delivered in accordance with the laws of the jurisdiction in which you are located and you may not, nor are you authorised to, deliver this Offering Circular to any other person. The materials relating to any offering of securities do not constitute, and may not be used in connection with, an offer or solicitation in any place where offers or solicitations are not permitted by laws. If a jurisdiction requires that the issue of securities be made by a licensed broker or dealer and the underwriters or any affiliate of the underwriters is a licensed broker or dealer in that jurisdiction, the issue of securities shall be deemed to be made by the underwriters or such affiliate on behalf of the Issuer (as defined in this Offering Circular) in such jurisdiction. Actions that you may not take: If you receive this document by e-mail, you should not reply by e-mail to this announcement, and you may not purchase any securities by doing so. Any reply e-mail communications, including those you generate by using the “Reply” function on your e-mail software, will be ignored or rejected. You are responsible for protecting against viruses and other destructive items. Your use of this e-mail is at your own risk and it is your responsibility to take precautions to ensure that it is free from viruses and other items of a destructive nature. STRICTLY CONFIDENTIAL Bright Galaxy International Limited 耀河國際有限公司 (incorporated in British Virgin Islands with limited liability) U.S.$517,000,000 3.25 per cent.
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