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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This announcement is not for publication or distribution, directly or indirectly, in or into the United States (including its territories and possessions, any state of the United States and the District of Columbia). This announcement is for information only and does not constitute or form a part of an offer to sell or the solicitation of an offer to buy any securities in 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. The securities referred to herein will not be registered under the United States Securities Act of 1933, as amended. No securities may be offered or sold in the United States absent registration or an exemption from the registration requirements. Any public offering of securities to be made in the United States will be made by means of a prospectus that may be obtained from the Company or the selling security holder. Such prospectus will contain detailed information about the company involved and its management and financial statements. The Company does not intend to make any public offering of securities or register any of the securities in the United States.

Dalian Port (PDA) Company Limited*

(a sino-foreign joint stock limited company incorporated in the People's Republic of China)

(Stock Code: 2880) PROPOSED ISSUE OF RMB DENOMINATED CREDIT ENHANCED BONDS

The Issuer, an indirect wholly-owned subsidiary of the Company, proposes to conduct an international offering of RMB denominated credit enhanced bonds to professional investors only and will commence a series of roadshow presentations and meetings with institutional investors beginning on or around 9 February 2015.

The pricing of the Bonds, including the aggregate principal amount, the offer price and the interest rate, will be determined through a book building exercise to be conducted by ABC International and Agricultural Bank of China Limited Hong Kong Branch as the joint global coordinators, and ABC International, Agricultural Bank of China Limited Hong Kong Branch, CCB International, China Minsheng Bank and Huatai Financial as the joint lead managers and joint bookrunners of the Proposed Bonds Issue. Upon finalising the terms of the Bonds, it is expected that the Issuer, the Company, ABC International, Agricultural Bank of China Limited Hong Kong Branch, CCB International, China Minsheng Bank and Huatai Financial will enter into the Subscription Agreement.
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The Issuer intends to use the proceeds of the Proposed Bonds Issue for refinancing and general working capital purposes. The Company may adjust the foregoing plans in response to changing market conditions and thus, reallocate the use of proceeds.
Application will be made to the Hong Kong Stock Exchange for listing of, and permission to deal in, the Bonds by way of debt issue to professional investors only. A confirmation of eligibility for listing of the Bonds has been received from the Hong Kong Stock Exchange. Listing of the Bonds on the Hong Kong Stock Exchange is not to be taken as an indication of the merits of the Bonds, the Issuer, the Company or its subsidiaries.

As no binding agreement in relation to the Proposed Bonds Issue has been entered into as of the date of this announcement, the Proposed Bonds Issue may or may not materialise. Investors and shareholders of the Company are urged to exercise caution when dealing in the securities of the Company.

Further announcement in respect of the Proposed Bonds Issue will be made by the

Company should the Subscription Agreement be executed.

THE PROPOSED BONDS ISSUE Introduction

The Issuer, an indirect wholly-owned subsidiary of the Company, proposes to conduct an international offering of credit enhanced Bonds to professional investors only and will commence a series of roadshow presentations and meetings with institutional investors beginning on or around 9 February 2015.
The Bonds, if issued, will have the benefit of irrevocable standby letter of credit denominated in RMB issued by Agricultural Bank of China Limited Dalian Branch, and are expected to be supported by a keepwell deed to be executed by the Company.
The pricing of the Bonds, including the aggregate principal amount, the offer price and the interest rate, will be determined through a book building exercise to be conducted by ABC International and Agricultural Bank of China Limited Hong Kong Branch as the joint global coordinators, and ABC International, Agricultural Bank of China Limited Hong Kong Branch, CCB International, China Minsheng Bank and Huatai Financial as the joint lead managers and joint bookrunners of the Proposed Bonds Issue. Upon finalising the terms of the Bonds, it is expected that the Issuer, the Company, ABC International, Agricultural Bank of China Limited Hong Kong Branch, CCB International, China Minsheng Bank and Huatai Financial will enter into the Subscription Agreement.
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The Bonds have not been, and will not be, registered under the U.S. Securities Act. The Bonds will only be offered outside the United States in compliance with Regulation S under the U.S. Securities Act. None of the Bonds will be offered to the public in Hong Kong or to any connected person of the Company.
The Group is the biggest comprehensive port operator in the Northeastern China region. The Group has eight business segments, namely: (i) oil and liquefied chemicals terminal and logistics services; (ii) container terminal and logistics services; (iii) automobile terminal and logistics and trade services; (iv) ore terminal and logistics services; (v) general cargo terminal and logistics and trade services; (vi) bulk grain terminal and logistics and trade services; (vii) passenger and roll-on, roll-off terminal and logistics services and (viii) port value-added services and ancillary port operations.

Use of proceeds

The Issuer intends to use the proceeds of the Proposed Bonds Issue for refinancing and general working capital purposes. The Company may adjust the foregoing plans in response to changing market conditions and thus, reallocate the use of proceeds.

Listing

Application will be made to the Hong Kong Stock Exchange for listing of, and permission to deal in, the Bonds by way of debt issue to professional investors only. A confirmation of eligibility for listing of the Bonds has been received from the Hong Kong Stock Exchange. Listing of the Bonds on the Hong Kong Stock Exchange is not to be taken as an indication of the merits of the Bonds, the Issuer, the Company or its subsidiaries.

GENERAL As no binding agreement in relation to the Proposed Bonds Issue has been entered into as of the date of this announcement, the Proposed Bonds Issue may or may not materialise. Investors and shareholders of the Company are urged to exercise caution when dealing in the securities of the Company.

Further announcement in respect of the Proposed Bonds Issue will be made by the
Company should the Subscription Agreement be executed.
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DEFINITIONS

In this announcement, unless the context otherwise requires, the following terms shall have the following meanings:
"ABC International" ABCI Capital Limited, one of the joint global coordinators, joint lead managers and joint bookrunners of the Proposed Bonds Issue
"Board" the board of directors of the Company
"Bonds" the RMB denominated credit enhanced bonds to be issued by the Issuer
"CCB International" CCB International Capital Limited, one of the joint lead managers and joint bookrunners of the Proposed Bonds Issue
"China Minsheng
Bank"
China Minsheng Banking Corp., Ltd. Hong Kong
Branch, one of the joint lead managers and joint bookrunners of the Proposed Bonds Issue
"Company" Dalian Port (PDA) Company Limited (Jcl!!l1il91Jf'lli!
0Pl), a sino-foreign joint stock limited company incorporated in the PRC with H shares listed and traded on the main board of the Hong Kong Stock Exchange and A shares listed on the Shanghai Stock Exchange
"connected person" has the meaning ascribed thereto under Chapter 14A of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited
"Director(s)" the director(s) of the Company
"Group" the Company and its subsidiaries
"Hong Kong" the Hong Kong Special Administrative Region of the
PRC
"Hong Kong Stock
Exchange"
The Stock Exchange of Hong Kong Limited
"Huatai Financial" Huatai Financial Holdings (Hong Kong) Limited, one of the joint lead managers and joint bookrunners of the Proposed Bonds Issue
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"Issuer" Asia Pacific Ports Development Company Limited, a limited liability company incorporated under the laws of British Virgin Island on 9 September 2011 and an indirect wholly-owned subsidiary of the Company
"Proposed Bonds Issue" the proposed issue of the Bonds by the Issuer
"PRC" the People's Republic of China, for the purpose of this announcement, excluding Hong Kong, the Macau Special Administrative Region of the PRC and Taiwan
"RMB" Renminbi, the lawful currency of the PRC
"Subscription
Agreement"
the subscription agreement proposed to be entered into among the Issuer, the Company, ABC International, Agricultural Bank of China Limited Hong Kong Branch, CCB International, China Minsheng Bank and Huatai
Financial in relation to the Proposed Bonds Issue
"U.S. Securities Act" the United States Securities Act of 1933, as amended
Dalian, Liaoning Province, the PRC
6 February 2015
By Order of the Board

GUI Yuchan LEE, Kin Yu Arthur

Joint Company Secretaries

As at the date of this announcement, the Directors are:

Executive Directors: HUI Kai and XU Song

Non-executive Director: XU Jian and DONG Yanhong

Independent non-executive

Directors:

WAN Kam To, Peter, GUO Yu and WANG
Zhifeng

* The Company is registered as Non-Hong Kong Company under Part XI of the previous Companies Ordinance (equivalent to Part 16 of the Companies Ordinance with effect from 3 March 2014) under the English name "Dalian Port (PDA) Company Limited".

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