** NEW ISSUE: HYFLUX LTD SGD SUB PERP NC4 at 6% **

**NEW ISSUE: HYFLUX LTD SGD SUBORDINATED PERP NC4 AT 6.00% (SUBJECT TO RESET/STEP-UP FROM AND INCLUDING 27 MAY 2020 AND EACH SUCCESSIVE DATE FALLING EVERY 4 YEARS THEREAFTER) **

ISSUER: Hyflux Ltd (“Issuer”)
STATUS: Direct, unconditional, subordinated and unsecured
TENOR: Perpetual NC4
CALL OPTION: To redeem all (and not some only) of the Perpetual Capital Securities (the “Securities”) on 27 May 2020 or any distribution date thereafter at par, together with distribution accrued, if any, to (but excluding) the date fixed for redemption
OFFER/ISSUE: Up to S$300,000,000 in aggregate principal amount of Securities comprising:
(A) an offer of up to S$230,000,000 in aggregate principal amount of Securities at the issue price of 100 per cent. to the public in Singapore through ATM/Internet Banking/Mobile Banking applications (the “Public Offer”);

(B) an offer of up to S$20,000,000 in aggregate principal amount of Securities at the issue price of 100 per cent. to the directors, management and employees of the Issuer and its subsidiaries (the “Reserve Offer”); and

(C) an offer of up to S$50,000,000 in aggregate principal amount of Securities at the issue price of 100 per cent. to institutional and other investors (the “Placement”)
(collectively, the “Offer”), provided that:

(1) in the event of oversubscription in the Public Offer and/or the Placement, the Issuer may, at its discretion and in consultation with the Sole Lead Manager and Bookrunner, increase the issue size of the Securities under the Public Offer and/or the Placement, subject to a maximum issue size of S$500,000,000 in aggregate principal amount of Securities;

(2) the Issuer may, in the event of oversubscription or otherwise, at its discretion and in consultation with the Sole Lead Manager and Bookrunner, reallocate and/or determine the final allocation of the aggregate principal amount of Securities offered between the Public Offer, the Reserve Offer and the Placement, provided always that the aggregate principal amount of the Securities to be issued under the Reserve Offer shall not exceed 10 per cent. of the final issue size of the Securities and in any event shall not exceed S$20,000,000 in aggregate principal amount of Securities; and

(3) the Issuer reserves the right to cancel the Offer in the event that less than S$100,000,000 in aggregate principal amount of applications are received under the Offer.

DISTRIBUTION: 6.00% p.a. subject to reset from and including 27 May 2020 & each successive date falling every 4 years thereafter based on prevailing SGD 4Y SOR plus the Initial Spread plus the Step-Up Margin
INITIAL SPREAD: 420 bps
STEP-UP MARGIN: 200 bps
DISTRIBUTION PAYMENT: Semi-annually in arrear, actual/365 (fixed)
DISTRIBUTION DEFERRAL: At issuer’s discretion. Any deferred distributions are cumulative and on a compounding basis
DIVIDEND PUSHER: Yes, with 6 month look back period
DIVIDEND STOPPER: Yes
OTHER REDEMPTION: At par for taxation reasons, accounting reasons, tax deductibility reasons and in the case of minimal outstanding amount
DENOM: S$1,000 each or in integral multiples thereof
MINIMUM SUBSCRIPTION:

Public Offer – S$2,000 in aggregate principal amount of Securities per application or such higher amounts in integral multiples of S$1,000 thereof

Reserve Offer – S$2,000 in aggregate principal amount of Securities per application or such higher amounts in integral multiples of S$1,000 thereof

Placement – S$100,000 in aggregate principal amount of Securities per application or such higher amounts in integral multiples of S$1,000 thereof