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 does not constitute 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. No securities may be offered or sold in the United States absent registration or an applicable exemption from registration requirements. Any public offering of securities to be made in the United States will be made by means of a prospectus. Such prospectus will contain detailed information about the Company making the offer and its management and financial statements. The Company does not intend to make any public offering of securities in the United States.

COMPLETION OF US$5,000,000,000

ISSUE OF NOTES UNDER

GLOBAL MEDIUM TERM NOTE PROGRAMME

References are made to the announcements of the Company dated 10 April 2014, 24 April 2015, 9 January 2018 and 12 January 2018 in relation to the establishment of, the increase of limit of, the proposed issue of the Notes and the pricing of the Notes to be issued under the Programme, respectively.

The Board is pleased to announce that on 19 January 2018 (New York time), the issue of the Notes under the Programme was completed.

INTRODUCTION

References are made to the announcements of the Company dated 10 April 2014, 24 April 2015, 9 January 2018 and 12 January 2018 in relation to the establishment of, the increase of limit of, the proposed issue of the Notes and the pricing of the Notes to be issued under the Programme, respectively.

COMPLETION OF THE ISSUE OF THE NOTES

The Board is pleased to announce that on 19 January 2018 (New York time), the issue of the Notes under the Programme was completed.

DEFINITION

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

Term

Definition

"2023 Notes"

US$1,000,000,000 2.985% senior notes that will mature

on 19 January 2023

"2023 Floating Rate

US$500,000,000 3-month USD LIBOR + 0.605%

Notes"

floating rate notes that will mature on 19 January 2023

"2028 Notes"

US$2,500,000,000 3.595% senior notes that will mature

on 19 January 2028

"2038 Notes"

US$1,000,000,000 3.925% senior notes that will mature

on 19 January 2038

"Board"

the board of directors of the Company

"Company"

Tencent Holdings Limited, a limited liability company

organised and existing under the laws of the Cayman

Islands and the Shares of which are listed on the SEHK

"HK$"

Hong Kong dollars, the lawful currency of Hong Kong

"Hong Kong"

the Hong Kong Special Administrative Region of the

People's Republic of China

"Notes"

the 2023 Notes, the 2023 Floating Rate Notes, the 2028

Notes and the 2038 Notes, collectively

-2-

"Programme"

the US$10,000,000,000 global medium term note

programme established by the Company by way of a

dealer agreement dated 10 April 2014 (as amended and

restated by an amended and restated dealer agreement

dated 24 April 2015) and as updated and modified from

time to time

"Share(s)"

the ordinary share(s) with par value of HK$0.00002

each in the share capital of the Company

"Stock Exchange" or

The Stock Exchange of Hong Kong Limited

"SEHK"

"U.S." or "United

the United States of America, its territories and

States"

possessions and all areas subject to its jurisdiction

"US$"

United States dollars, the lawful currency of the United

States

"%"

per cent

22 January 2018

By Order of the Board

As at the date of this announcement, the directors of the Company are:

Executive Directors:

Ma Huateng and Lau Chi Ping Martin;

Non-Executive Directors:

Jacobus Petrus (Koos) Bekker and Charles St Leger Searle; and

Independent Non-Executive Directors:

Li Dong Sheng, Iain Ferguson Bruce, Ian Charles Stone and Yang Siu Shun.

Ma Huateng

Chairman

Tencent Holdings Ltd. published this content on 22 January 2018 and is solely responsible for the information contained herein.
Distributed by Public, unedited and unaltered, on 21 January 2018 23:39:09 UTC.

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