Vietnam Infrastructure Regulatory News (VNI)

Vietnam Infrastructure Limited

Audited financial results for the six months ended 31 December 2016

Vietnam Infrastructure Limited ("VNI" or "the Company") today announces its interim results for the six months ended 31 December 2016 ('the period').

Financial highlights:

· Net Asset Value ("NAV"):

· Private Equity Shares: USD79.6 million

· NAV per share:

· Private Equity Shares: USD0.23

Operational highlights:

· During the interim period, the Company announced two significant asset sales: 1) In August 2016, the Company reached agreement to sell the BTS portion of the Southeast Asia Telecommunications Holdings Pte. Ltd. (SEATH) portfolio to OCK Vietnam Towers Ltd for USD50 million. This transaction closed in December 2016, and the Company fully received the proceeds in January 2017; 2) In early November 2016, the Company received an out-of-court cash settlement of USD2.37 million related to the sale of the Long An SEA asset.

· These sales leave the Company with one remaining asset to be divested, the IBS portion of the SEATH portfolio. The Board is evaluating options to dispose of this asset as soon as practicable, and expects to complete the realisation of the Private Equity Portfolio by 30 June 2017.

· On 31 January 2017, the Company announced the distribution of USD65.0 million which will be paid to PES shareholders on 14 March 2017 based on the record date 24 February 2017. This represented USD0.1856 for each PES currently in issue.

The financial statements will be posted to shareholders and are available on the Company's website at www.vinacapital.com/vni.

Notes to Editors:

About VinaCapital

Founded in 2003, VinaCapital is a leading investment and asset management firm headquartered in Vietnam, with a diversified portfolio of USD1.8 billion in assets under management. VinaCapital's expertise spans a full range of asset classes including capital markets, private equity, real estate, venture capital, and fixed income.

The firm has three closed-ended funds that trade on the London Stock Exchange: VinaCapital Vietnam Opportunity Fund Limited, which trades on the Main Market, as well as VinaLand Limited and Vietnam Infrastructure Limited, which trade on the AIM. VinaCapital also manages the Forum One - VCG Partners Vietnam Fund, one of Vietnam's largest open-ended UCITS-compliant funds.

Additionally, VinaCapital co-manages the DFJ VinaCapital L.P. technology venture capital fund with Draper Fisher Jurvetson, and holds a stake in VinaWealth, a locally incorporated fund management company. For more information, please visit www.vinacapital.com.

 Enquiries:

Jonathan Luu

VinaCapital Investment Management Limited

Investor Relations

+84 8 3821 9930

Jonathan.luu@vinacapital.com

Joel Weiden

VinaCapital Investment Management Limited

Communications

+84 8 3821 9930

joel.weiden@vinacapital.com

Philip Secrett

Grant Thornton UK LLP, Nominated Adviser

+44 (0)20 7383 5100

philip.j.secrett@uk.gt.com

David Benda / Hugh Jonathan

Numis Securities Limited, Broker

+44 (0)20 7260 1000

funds@numis.com

Dear Shareholders,

The first six months of the current financial year have been notable for the considerable progress the Management and the Board of the Company have made with respect to the Company's ongoing restructuring.

Asset Sales

During the interim period, the Company announced two significant asset sales:

· Southeast Asia Telecommunications Holdings Pte. Ltd. (SEATH): In August 2016, the Company reached agreement to sell the BTS portion of the portfolio to OCK Vietnam Towers Ltd for USD50 million. This transaction closed in December 2016, and the Company fully received the proceeds in January 2017. An additional working capital adjustment of approximately USD1.6 million is expected to be received in May 2017.

· Long An SEA: In early November 2016, the Company received an out-of-court cash settlement of USD2.4 million and the asset was transferred to the buyer.

Also in late November 2016, the Company received the second and final payment related to the sale of Vina-CPK, which was previously announced in June 2016.

These sales leave the Company with one remaining asset to be divested, the IBS portion of the SEATH portfolio. The Board is actively evaluating options to dispose of this asset as soon as practicable.

Shareholder Distribution

On 31 January 2017, the Company announced an aggregate distribution to Private Equity Shareholders of USD65.0 million, representing USD0.1856 for each Private Equity Share in issue, in either cash or, if eligible, in VVF shares. As announced on 1 March 2017, 81% or USD52.7 million of the distribution will be paid in cash, and the remaining 19% or USD12.3 million will be applied by the Company for VVF shares.

Fund Wind-Up

With these developments, the Company is well on its way to wind up operations. Pursuant to AIM rules, since the Company has disposed of substantially all of its assets, it now has until January 2018 to wind up the fund in an orderly manner. The Board will endeavour to realise the remaining asset well before that deadline.

On or before 30 June 2017, the Company intends to hold an Extraordinary General Meeting at which a proposal to wind-up the fund will be considered. Subject to the sale of the remaining asset, the Company anticipates making an additional distribution before or in conjunction with the commencement of the voluntary liquidation process.

Please continue to directly contact me or any of the Directors if you have an issue or concern you wish to discuss. We appreciate your continued support.

Rupert Carington

Chairman

Vietnam Infrastructure Limited

8 March 2017

CONDENSED CONSOLIDATED BALANCE SHEET

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN EQUITY

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN NET ASSETS ATTRIBUTABLE TO HOLDERS OF REDEEMABLE SHARES

CONDENSED CONSOLIDATED INCOME STATEMENT

(*) See Note 11 for details of the restatement resulting from operations being reclassified as discontinued.

CONDENSED CONSOLIDATED Statement of COMPREHENSIVE INCOME

(*) See Note 11 for details of the restatement resulting from operations being reclassified as discontinued.

(**) These represent reserves provided on after tax profits of the Group's subsidiaries which are required by local regulations.

CONDENSED CONSOLIDATED Statement oF CASH FLOWS

1 GENERAL INFORMATION

Vietnam Infrastructure Limited ("the Company") is a limited liability company incorporated in the Cayman Islands. The registered office of the Company is PO Box 309GT, Ugland House, South Church Street, George Town, Grand Cayman, Cayman Islands.

The original principal activity of the Group was to invest in a diversified portfolio of entities owning infrastructure projects and assets primarily in Vietnam. The Group could invest and hold equity and debt instruments in unquoted companies that themselves held, developed or operated infrastructure assets. The Group could also invest in entities whose shares or other instruments were listed on a stock exchange, or traded on over-the-counter ("OTC") markets and in other funds that invested in infrastructure projects or assets.

On 22 July 2015, following shareholder approval of a proposal to restructure the Company, the listed and private equity components of VNI's portfolio were separated into two distinct pools, the Listed Portfolio and the Private Equity Portfolio. Each pool of assets was represented by a separate share class, Listed Portfolio Shares ("LPS") and Private Equity Shares ("PES"), which were listed on the London Stock Exchange's Alternative Investment Market ("AIM") under the tickers VNIL and VNI, respectively. Both classes of shares meet the definition for financial liabilities under International Accounting Standard 32 ("IAS 32") (refer Note 2.2 of the consolidated financial statements for the year ended 30 June 2016).

The Listed Portfolio assets and any surplus cash in the Company were contributed to Forum One-VCG Partners Vietnam Fund ("VVF"), a newly established sub-fund of Forum One, a Luxembourg open-ended investment company or SICAV ("Forum One") for consideration of 10,242,351 Class A VVF shares at the subscription price of USD10 per Class A VVF share. VVF's investment strategy is to invest in equities listed on the Ho Chi Minh Stock Exchange and the Hanoi Stock Exchange; and other issuers that carry out a substantial part of their economic activity in Vietnam and are listed, traded or dealt on other stock exchanges. The VVF shares were distributed to LPS shareholders between August 2015 and August 2016 in return for redeeming their LPS shares. Following the final distribution of VVF shares and receipt of all outstanding LPSs from shareholders the AIM listing for VNIL was withdrawn and all outstanding LPS were cancelled.

The Company has ceased making new private equity investments and is seeking to fully realise the Private Equity Portfolio by 30 June 2017. Once this objective is met it will seek to be wound up within six months. The proceeds from the sale of the private equity assets and any surplus net cash-flows will, subject to each shareholders' election, be distributed to the PES shareholders in cash, else to them in the form of VVF units distributed in specie.

The condensed consolidated interim financial information for the six-month period ended 31 December 2016 was approved for issue by the Board of Directors on 08 March 2017.

2 BASIS OF PREPARATION

This condensed consolidated interim financial information for the six-month period ended 31 December 2016 has been prepared in accordance with International Accounting Standard 34, "Interim Financial Reporting" as issued by the International Accounting Standards Board ("IASB"). It does not include all of the information required in the annual consolidated financial statements which are prepared in accordance with International Financial Reporting Standards ("IFRS"). Accordingly, this condensed consolidated interim financial information is to be read in conjunction with the annual consolidated financial statements of the Group for the year ended 30 June 2016.

Going concern

The Company is progressively realising its Private Equity Portfolio which it expects to complete by 30 June 2017. Following the realisation of the portfolio and return of proceeds to PES shareholders the Company will be wound up in accordance with the Amended and Restated Memorandum of Association dated 15 December 2014. As a consequence, this condensed consolidated interim financial information has been prepared using the liquidation basis, as the going concern basis is no longer considered appropriate. The Company continues to apply the same IFRS accounting policies as has been used in prior years as management do not believe there is a difference in the accounting measurement basis that would be applied using a going concern basis of accounting versus what would apply under a liquidation basis of accounting.

3 ACCOUNTING POLICIES

The accounting policies adopted are consistent with those of the previous financial year ended 30 June 2016, except additional accounting policies as described below.

The AIM Rules for Companies require comparative figures for the balance sheet for the corresponding period end in the preceding financial year which differs to IAS 34 which requires comparative figures for the balance sheet for the immediately preceding financial year end. The Group continues to elect to report in accordance with IAS 34 and as such has agreed with the London Stock Exchange a derogation from the above requirement of the AIM Rules for Companies in order to comply with IAS 34.

New standards and interpretation effective from 1 July 2016 adopted by the Group

There are no standards, interpretations and amendments to existing standards that are effective for the financial period beginning 1 July 2016 that have had a material impact on the Group.

4 SEGMENT INFORMATION

In identifying its operating segments, management generally follows the Group's sectors of investments which are based on internal management reporting information for the Investment Manager's management, monitoring of investments, and decision making. The operating segments by investment portfolio include energy, property and infrastructure development, telecommunications, transportation and logistics, general infrastructure, other capital markets and cash.

Each of the operating segments are managed and monitored individually by the Investment Manager as each requires different resources and approaches. The Investment Manager assesses, as reported to the Board, segment profit or loss using a measure which is consistent with that in profit or loss. There have been no changes from prior periods in the measurement methods used to determine reported segment profit or loss.

Segment information can be analysed as follows:

Assets

Revenue and segment profit and loss

5 SUBSIDIARIES

The operating subsidiaries of the Group are incorporated in Vietnam, which are held through special purpose vehicles outside of Vietnam, details are as follows:

(*) Agreement to sell equity interest in SEATH

On 4 August 2016 the Company signed a share sale and purchase agreement to transfer 100% of its holding of SEATH to OCK Vietnam Towers Pte. Ltd. The transaction resulted in a net cash proceeds of USD51.6 million to the Company. Sale proceeds of USD50.0 million were received on 17 January 2017 and the remaining balance of approximately USD1.6 million is expected to be received in May 2017.

(**) In December 2016, as a pre-condition of the share sale and purchase agreement with OCK Vietnam Towers Pte. Ltd., VinaDAS, SST and Vien Tin were transferred from SEATH to VIHL. All of the restructuring transactions were recorded at book value and no gains or losses were recognised as a result of this restructuring.

6 PREPAYMENT FOR ACQUISITION OF LONG AN INDUSTRIAL SERVICE PROJECT

(*) On 2 November 2016 VND53.3 billion, equivalent to USD2.4 million, was received as a final settlement of this outstanding balance.

7 FINANCIAL INSTRUMENTS BY CATEGORY

8 TRADE AND OTHER RECEIVABLES

Trade and other receivables are short-term in nature and their carrying values, after allowances for impairment, approximate their fair values at the reporting date. As at 31 December 2016 and 30 June 2016, there was no trade and other receivables past due and impaired or not past due but doubtful.

As at 30 June 2016 there was a significant concentration of credit risk (representing 96.8% of trade receivables at that date) relating to the buyer of Vina-CPK Limited. On 22 November 2016, VND98.7 billion, equivalent to USD4.4 million, was received as settlement of this purchase.

9 FINANCIAL ASSETS AT FAIR VALUE THROUGH PROFIT OR LOSS

The financial assets at fair value through profit or loss as at 30 June 2016 comprised of Class A VVF shares which were subsequently transferred to the LPS shareholders' accounts on 25 August 2016 following the compulsory repurchase of the remaining 107,281,741 LPS by the Company in exchange for 3,288,435,511 Class A VVF shares on 17 August 2016 (Note 15)

Risk exposure and fair value measurements

Information about the Group's exposure to price risk is provided in Note 30. Refer to Note 29(a) for information about the methods and assumptions used in determining fair value.

10 CASH AND CASH EQUIVALENTS

Cash and cash equivalents denominated in:

11 DISCONTINUED OPERATION AND ASSETS AND LIABILITIES OF DISPOSAL GROUPS CLASSIFIED AS HELD FOR SALE

Classification of SEATH BTS tower network and VIHL IBS network as assets held for sale

As discussed in note 5 the Company has signed a share sale and purchase agreement to transfer 100% of its holding of SEATH to OCK Vietnam Towers Pte. Ltd. The Company is also in the process of disposing of its investment in VIHL. As a result, the associated assets and liabilities of the BTS tower network and IBS systems have been reported as discontinued operations and presented as held for sale in this condensed consolidated interim financial information. The financial information relating to these discontinued operations is set out below.

(a) Financial performance and cash flow information

The financial performance and cash flow information presented below includes the six-month period ended 31 December 2016 of the BTS network and IBS network. The comparative figures presented for these disposal groups and Vina-CPK Limited are for the period ended 31 December 2015.

(*) Investment properties includes SEATH's BTS tower network and Vina-CPK Limited's land and buildings.

(**) Fixed assets includes VIHL's IBS network.

(***) These represent reserves provided on after tax profits of the Group's subsidiaries which are required by local regulations

(b) The following assets and liabilities were reclassified as held for sale in relation to the discontinued operations:

(c) Restating prior periods

Under IFRS 5 - Non-current assets held for sale and discontinued operations, the Company must disclose prior period information for discontinued operations in the condensed consolidated interim financial information so that the disclosure cover all operations that have been discontinued at the end of the reporting period of the latest period presented. The discontinued operations presented in the condensed consolidated statement of comprehensive income and the condensed consolidated statement of cash flows in the comparative period therefore include all operations that have been discontinued by the current period end. This means that the condensed consolidated statements of comprehensive income and cash flows for the comparative period show as discontinued operations both reported as discontinued in the previous period together with those classified as discontinued in the current period. As a consequence the restated prior period statements of comprehensive income and cash flows will not be entirely comparable to the current period's figures.

In contrast, the balance sheet information for the prior period is neither restated nor remeasured.

(d) Movement of assets and liabilities of disposal groups classified as held for sale: