SembCorp Industries : Issuance of S$200,000,000 3.70% Subordinated Perpetual Securities Under the S$2,500,000,000 Multicurrency Debt Issuance Programme

(a)

Issue Size

:

S$200,000,000.

(b)

Issue Price

:

100% of the principal amount of the Perpetual Securities.

(c)

Issue Rating

:

Unrated.

(d)

Status and Subordination

:

The Perpetual Securities will constitute direct, unconditional, subordinated and unsecured obligations of Sembcorp and shall at all times rank pari passu, without any preference or priority among themselves and pari passu with any parity obligations of Sembcorp.

Subject to the insolvency laws of Singapore and applicable laws, in the event of the winding-up of Sembcorp, the rights of the holders of the Perpetual Securities to payment of principal and distribution of the Perpetual Securities are expressly subordinated and subject in right of payment to the prior payment in full of all claims of senior creditors of Sembcorp but at least pari passu with all other subordinated obligations of Sembcorp that are not expressed by their terms to rank junior to the Perpetual Securities and in priority to the claims of shareholders of the Sembcorp.

(e)

Maturity Date

:

The Perpetual Securities are perpetual and have no fixed final redemption date.

(f)

Redemption at the Option of Sembcorp

:

The Perpetual Securities are redeemable at the option of Sembcorp on 22 June 2020 or on any distribution payment date thereafter.

(g)

Distribution Rate

:

Subject to the right of Sembcorp to defer distributions in accordance with the Conditions, the Perpetual Securities will confer a right to receive distributions:

(a) at a rate of 3.70% per annum, payable semi-annually in arrear, in respect of the period from (and including) the issue date of the Perpetual Securities to (but

excluding) 22 June 2022 (the "Step-up Date"); and

(b) at the Swap Offer Rate (as defined in the pricing supplement dated 19 June 2017 in relation to the Perpetual Securities) plus an initial spread of 1.92% plus a step-up margin of 1.00%, payable semi- annually in arrear, in respect of the period from (and including) the Step-up Date and each Reset Date falling thereafter to (but excluding) the immediate following Reset Date (as defined below).

"Reset Date" means 22 June 2022 (the "First Reset Date") and each date falling every five years after the First Reset Date.

(h)

Redemption Price

:

100% of the principal amount of the Principal Securities then outstanding, together with any accrued distribution (including any Arrears of Distribution and any Additional Distribution Amount).