CTRIP.COM INTERNATIONAL, LTD. AND THE BANK OF NEW YORK MELLON, as Trustee INDENTURE Dated as of September 12, 2016 1.25% Convertible Senior Notes due 2022Indenture • April 13th, 2017 • Ctrip Com International LTD • Services-business services, nec • New York
INDENTURE dated as of September 12, 2016 between CTRIP.COM INTERNATIONAL, LTD., a Cayman Islands exempted company, as issuer (the “Company,” as more fully set forth in Section 1.01) and THE BANK OF NEW YORK MELLON, a national banking association, as trustee (the “Trustee,” as more fully set forth in Section 1.01).
SUBSCRIPTION AGREEMENTSubscription Agreement • April 13th, 2017 • Ctrip Com International LTD • Services-business services, nec • New York
WHEREAS, the Company has filed a registration statement on Form F-3 (File No. 333-208399, the “Registration Statement”) with the United States Securities and Exchange Commission (the “SEC”), including a related prospectus dated December 9, 2015, allowing for delayed offerings pursuant to Rule 415 of the General Rules and Regulations under the U.S. Securities Act of 1933, as amended (the “Securities Act”) by the Company of American Depositary Shares (“ADSs”) representing ordinary shares of the Company (“Ordinary Shares”) and the Company proposes to offer certain amount of ADSs as specified in the preliminary prospectus supplement, dated September 6, 2016 (such offering, the “Offering”);
CTRIP.COM INTERNATIONAL, LTD.Purchase Agreement • April 13th, 2017 • Ctrip Com International LTD • Services-business services, nec • New York
The ADSs to be issued upon conversion of the Securities will be issued pursuant to the Deposit Agreement, dated as of December 8, 2003, as amended and restated as of August 11, 2006, and as further amended and restated as of December 3, 2007, among the Company, The Bank of New York Mellon, as depositary (the “Depositary”), and all owners and beneficial owners from time to time of the ADSs issued thereunder (the “Deposit Agreement”), as supplemented by a Restricted Issuance Agreement to be dated as of September 12, 2016 between the Company and the Depositary (the “Restricted Issuance Agreement”).
Subscription Agreement For Private Placement Shares Of China Eastern Airlines Corporation LimitedSubscription Agreement • April 13th, 2017 • Ctrip Com International LTD • Services-business services, nec
Party A: China Eastern Airlines Corporation Limited Registered Address: 66 Airport Avenue, Pudong International Airport, Shanghai Business Address: 2550 Hong Qiao Road, Shanghai Legal Representative: Liu Shaoyong
DATED 23 NOVEMBER 2016Agreement • April 13th, 2017 • Ctrip Com International LTD • Services-business services, nec
