China Nonferrous Mining Corporation Limited (abbrev. CHINFMINING) has signed a subscription agreement with China International Capital Corporation Hong Kong Securities Ltd. (CICC) to issue US$300.00 million zero-coupon convertible bonds due 2031 under its existing general mandate. Key terms and intended deployment of funds are as follows:

• Deal profile – Principal amount: US$300.00 million, issued at 100.50% of par. – Coupon: 0%, maturity on 2 September 2031. – Denomination: US$200,000 and integral multiples thereafter. – Listing: Application submitted to the Hong Kong Stock Exchange (HKEX); bonds and conversion shares will target professional investors (Chapter 37). – Sole global coordinator, lead manager and bookrunner: CICC.

• Conversion mechanics – Initial conversion price: HK$22.18 per share, equating to a 29.00% premium to the 26 August 2026 closing price (HK$17.20) and a 46.98% premium to the five-day VWAP (HK$15.09). – Implied maximum issuance: approximately 106.04 million new shares, or 2.72% of existing issued capital (2.65% post-conversion). – Conversion window: from the 41st day after issuance to 10 days before maturity, subject to early redemption events. – Adjustment provisions cover share splits, rights issues, capital distributions, change-of-control events and other customary triggers.

• Redemption features – Company call option: whole-issue redemption permitted once 90% of bonds are converted, redeemed or repurchased. – Bondholder put: holders may require redemption at par on 2 September 2029. – Additional redemption rights on change of control, public-float breach or prolonged trading suspension.

• Use of proceeds Net proceeds of approximately US$300.58 million (HK$22.22 per share on a fully-diluted basis) will fund construction of the sulphide-ore development for Shaft No. 28 in Luanshya, Zambia. The project, budgeted at roughly US$530 million, is scheduled for completion by November 2029.

• Capital structure impact Current issued share capital: 3.90 billion shares. Full conversion would lift total shares to 4.01 billion, reducing CNMD’s holding from 66.63% to 64.87% and introducing bondholders as 2.65% shareholders.

• Mandate and approvals The conversion shares will be issued under the 20% general mandate granted at the 25 June 2026 AGM; no further shareholder vote is required. The National Development and Reform Commission has issued the requisite foreign-debt registration certificate, and filings with the China Securities Regulatory Commission will follow post-issuance.

Completion of the transaction remains subject to customary conditions precedent and may be terminated under specified market or company-specific events. Investors are urged to exercise caution when dealing in CHINFMINING securities.