09:14 BP-YZ CM@EC0612<04809> & BP-YZ CM@EC0505<04612> - Ann (1) The Stock Exchange of Hong Kong Limited (the "Stock Exchange") takes no responsibility for the contents of this announcement, makes no representation as to its accuracy or completeness and expressly disclaims any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement. BNP Paribas Arbitrage Issuance B.V. Derivative Warrants Matters arising from the bonus issue of Yanzhou Coal Mining Company Limited ("Yanzhou") Announcement This announcement sets out details of adjustments to derivative warrants on Yanzhou issued by BNP Paribas Arbitrage Issuance B.V. following the bonus issue of Yanzhou. These adjustments are effective on and from 26th May 2005. The purpose of these adjustments is to ensure that, as far as possible, the value of the warrants remains unchanged immediately before and immediately after the bonus issue. Introduction On 26th April 2005, Yanzhou announced proposals for a bonus issue of shares in the proportion of six new bonus shares ("Bonus Issue") for every ten existing shares of RMB1.00 each of Yanzhou held by a shareholder. Consequently, it is necessary to make certain adjustments to all unexpired single stock derivative warrants on Yanzhou issued by BNP Paribas Arbitrage Issuance B.V. (the "Issuer") in accordance with the terms and conditions of such warrants. These adjustments will take effect from 26th May 2005 and the purpose of these adjustments is to ensure that, as far as possible, the value of the warrants remains unchanged immediately before and immediately after the Bonus Issue. Warrants Affected Warrants with entitlement ratio of 1 share in respect of every ten warrants Each of the existing single stock warrants (as set out in the table below) has an entitlement ratio of one Yanzhou share in respect of every ten warrants. If the Bonus Issue is approved by Yanzhou's shareholders, with effect from and including 26th May 2005 the entitlement ratio will change from one Yanzhou share to 1.6 Yanzhou shares in respect of every ten warrants. Details of the warrants affected (the "Warrants") are set out in the table below. Stock Short Name Stock Code Board Lot Expiry Date BP-YZ CM@EC0612 4809 20,000 28th December 2006 BP-YZ CM@EC0505 4612 20,000 30th May 2005 The Adjustments The current terms and conditions of the Warrants provide that the Cash Settlement Amount for every ten Warrants on expiry is calculated in accordance with the following formula: (Closing Price - Exercise Price) x 1 - Exercise Expenses where (i) the Closing Price is the arithmetic mean of the closing price of one Yanzhou share (as derived from the Daily Quotation Sheet of the Stock Exchange, subject to any adjustments (as determined by the Issuer in accordance with the relevant terms and conditions) to such closing prices as may be necessary to reflect any capitalisation, rights issue, distribution or the like) for each Valuation Date (being each of the five Business Days immediately preceding the Expiry Date); (ii) the Exercise Price is the current exercise price for the Warrants; and (iii) Exercise Expenses has the meaning given to it in the relevant terms and conditions. With effect from and including 26th May 2005, the Cash Settlement Amount for every ten Warrants on expiry will be calculated in accordance with the following formula: (Closing Price - New Exercise Price) x 1.6 - Exercise Expenses where (i) the Closing Price is the arithmetic mean of the closing price of one Yanzhou share (derived as described above and subject to adjustment as described above) for each of the Valuation Date (as described above); (ii) the New Exercise Price is the current exercise price for the Warrants divided by 1.6; and (iii) Exercise Expenses has the meaning as described above. Therefore, after the above adjustments, the New Exercise Price of the Warrants will be as follows: Stock Code New Exercise Price per 10 Warrants 4809 7.5 4612 5.688