CMOC Group Limited (03993) plans to issue 12 billion US dollars of zero-coupon secured convertible bonds due in 2027 under a general mandate.

CMOC Group Limited (03993) announced that on January 19, 2026 (after trading hours), the company, issuer CMOC Capital Limited, and the agent entered into a subscription agreement. According to the terms and conditions of the subscription agreement, the agent has agreed to subscribe and pay, individually rather than jointly, for a total principal amount of USD 1.2 billion of bonds issued by the issuer, or to induce subscribers to subscribe and pay, and the company has unconditionally and irrevocably guaranteed, under the terms of the guarantee deed, the issuer's timely payment of all amounts due under the trust deed and bonds. The initial conversion price is HKD 28.03 per H share, representing a premium of approximately 28.70% compared to (i) the last closing price per H share of HKD 21.78 on the Hong Kong Stock Exchange on January 19, 2026 (the date of signing the subscription agreement). Assuming all bonds are converted at the initial conversion price of HKD 28.03 per H share, the bonds will be converted into approximately 334 million H shares, equivalent to approximately 8.48% of the company's existing issued H shares and approximately 1.56% of its existing issued shares as of the date of this announcement, and approximately 7.82% of the company's enlarged issued H shares and approximately 1.54% of its enlarged issued shares after full conversion of the bonds. The converted shares will be fully paid up and will have the same rights as the H shares already issued at the relevant registration date. After deducting the agent's commission and other estimated expenses payable for the sale, the net proceeds from the issuance of the bonds will be approximately USD 1.188 billion. The company intends to use these proceeds to support the expansion, optimization, and sustainable capital expenditure of overseas resource projects, enhance operational flexibility, and for general corporate purposes.