HAECO’s acquisition of

TIMCO Aviation Services, Inc.

November 4, 2013

Disclaimer

1

This presentation may contain forward-looking statements with respect to the financial condition, results of

operations and business of the Hong Kong Aircraft Engineering Company Limited ("HAECO“). These forward-

looking statements represent HAECO’s expectations or beliefs concerning future events and involve known and

unknown risks and uncertainty that could cause actual results, performance or events to differ materially from

those expressed. Certain statements, such as those that include the words “potential”, “estimated”, and similar

expressions or variations on such expressions may be considered “forward-looking statements”. Financial

numbers in this report may include preliminary unaudited numbers or management accounts and such unaudited

financial numbers are derived from TIMCO’s management accounts prepared in accordance with U.S. GAAP. This

report also contains industry data provided by third party sources. While HAECO has not independently verified

the accuracy of the unaudited financial numbers of TIMCO’s management accounts or the industry data provided

by the relevant third party sources and will not take responsibility for the accuracy of such financial numbers and

industry data, HAECO has no reason to believe that such information is false or misleading in any material

respect.

Agenda

Transaction Summary

TIMCO Overview

Transaction Rationale

2

Transaction Summary

Transaction

structure

Transaction

consideration

and financing

Financial

impact

Anticipated

closing

On October 24, 2013 Hong Kong Aircraft Engineering Company Limited ("HAECO",

HKSE: 00044) announced that it had entered into a conditional stock purchase

agreement for the acquisition of TIMCO Aviation Services, Inc. (“TIMCO”)

TIMCO is controlled by investment vehicles managed by Owl Creek Asset

Management, L.P., a U.S.-based investment manager

HAECO’s 74.99% shareholder, Swire Pacific Ltd.(“Swire Pacific”), has approved the

transaction by written consent

Transaction is subject to regulatory approvals in the United States

The transaction is expected to close in the first quarter of FY 2014

The total transaction value is approximately US$388.8 million (equivalent to

approximately HK$3,025 million), subject to closing adjustments

HAECO will finance the acquisition from a combination of its existing cash reserves and

debt-financing

Significant synergy potential with HAECO’s existing operations

3

Agenda

Transaction Summary

TIMCO Overview

Transaction Rationale

4

Overview of TIMCO

TIMCO provides airframe, line and engine

maintenance, cabin modification services

and interior products and seats

manufacturing

Operates in two divisions: MRO Services

and Aerosystems

Established in 1990

Headquartered in Greensboro, North

Carolina

Over 2,700 total employees

Over 3.2 million man-hours for airframe

maintenance in 2012

Revenue for the year ended 31 December,

2012 of US$354mm (HK$2,756mm)1

MRO Services

72%

Aero-systems

28%

MRO Services

Aerosystems

Airframe MRO LineCare Engine Center

Airframe

maintenance

Composite repair

and manufacture

Line maintenance

LineCare overnight

checks

Complete JT8D

engine MRO

Fully certified test

cell

Lavatories Galleys Design Engineering

5

Seats

1 Financial numbers for TIMCO in this report are derived from TIMCO’s accounts prepared in accordance with U.S. GAAP

Parts Manufacturing

Services Location No. of Employees ApprovalNo. of

Hangars/Facilities

MR

O S

erv

ice

s Airframe maintenance

Greensboro, North Carolina

1,878

FAA,

EASA,

TC,

Bermuda,

etc

4

Lake City, Florida 9

Macon, Georgia 2

Cincinnati, Ohio 1

Engine overhaul Oscoda, Michigan 31FAA

1

Line maintenance 16 line stations across U.S. 134 -

Total MRO Services 2,043 17

Ae

rosyste

ms

Aerosystems

Greensboro, North Carolina

6131

FAA ODA,

PMA,

AS9100C

12

Wallburg, North Carolina 1

Pacoima, California 1

Total Aerosystems 613 2

Corporate Office 62

Total TIMCO 2,718

16 Line stations across the U.S.

Boston, Massachusetts (BOS)

Burbank, California (BUR)

Denver, Colorado (DEN)

Fort Myers, Florida (RSW)

Greensboro, North Carolina (GSO)

Minneapolis, Minnesota (MSP)

Newark, New Jersey (EWR)

New York, New York (JFK)

Omaha, Nebraska (OMA)

Orlando, Florida (MCO)

Panama City, Florida (ECP)

Phoenix, Arizona (PHX)

Sanford, Florida (SFB)

Seattle, Washington (SEA)

Washington, D.C. (IAD)

White Plains, New York (HPN)

1 Includes employees in Seattle, Washington; Atlanta, Georgia; London, U.K.; Hamburg, Germany2 Aerosystems facility is co-located with Airframe Maintenance in Greensboro (Hangar 4)

TIMCO’s presence in the U.S.

6

Future growth

Continued outsourcing trend by

airlines

Healthy aircraft order backlog

Highly skilled, certified and stable

workforce

Skilled and certified workforce with

strong engineering and technical

capabilities

Close relationships with local

colleges and technical schools

provide ready access to new hires

One of the largest 3rd Party MROs

Full range of services including heavy

maintenance, modifications and

retrofits

Multi-year contracts with blue chip

customers

Global interiors engineering and

manufacturing provider

Established worldwide provider of

lightweight, fuel saving interior

products, with attractive portfolio of

lavatories, galleys and seats

Leading MRO services and aerosystems provider in North America

7

Solid financial track record

Sales and Growth

EBITDA and Margin

Steady sales

development

Improving margins

Substantial revenue

visibility through long

term contracts and

backlog

291354 362

2011 2012 LTM June 2013

1 20

26 0%

6%

7%

2011 2012 LTM June 2013

(US$m) EBITDA margin

(US$m)

Sources: Financials based on US GAAP numbers; LTM June 2013 numbers based on unaudited TIMCO management accounts

2,264(HK$m) 2,756 2,817

11 156(HK$m) 204

8

New HAECO Group footprint

9

United States Asia Pacific

Airframe Maintenance

Component Overhaul

Line Maintenance

Engine Overhaul Services

Manufacturing Facilities

Number of airframe maintenance stations increases from 4 to 8

Number of line maintenance stations increases from 9 to 25

Addition of 3 manufacturing facilities and 1 engine overhaul centre

Note: Sales offices in Hamburg and London in Europe not shown in the above map

(5.5)

0.4

7.8

4.9 5.1

2008 2009 2010 2011 2012

3.3

5.3

3.3

4.9

6.6

10.3

2013E 2020E

Retrofit

Linefit

Evolution of 25 U.S. major airlines annual operating profit

(US$b)(US$b)

U.S. airline landscape has dramatically

improved resulting in stable healthy customer

base

Healthy aircraft order backlog with resulting

cabin interior opportunities

Strong cabin interior market growth

Source: Airline Monitor

Global cabin interior market (US$b) Forecast 2013-

2020 – Linefit vs. Retrofit

OEM aircraft deliveries (Unit)

Source: Frost and Sullivan; independent research and analysis

10

1,270 1,380

180 370

2013E 2018E

Other

Airbus and Boeing

1,450

1,750

CAGR

‘13–’20

6.5%

CAGR

‘13–’18

3.8%

Attractive and growing industry

Agenda

Transaction Summary

TIMCO Overview

Transaction Rationale

11

TIMCO is a strategic fit for the HAECO Group

Providing a platform for the HAECO Group to serve the U.S. market, the largest

aviation market in the world

Combining HAECO and TIMCO’s engineering capability and customer network to

enhance the enlarged Group’s market positioning, particularly in design

engineering and cabin integration services

Enabling the HAECO Group to offer cabin interior products and total care

solutions as OEM and IP owner

The HAECO Group will be in a strong position to build customer relationships

throughout the life cycle of an aircraft, offering cabin products from linefit to

retrofit, and services from cabin integration to maintenance and modifications

Extending the HAECO Group’s international operations will enable further

development of relationships with OEMs to capture a larger aftersales market

12

HAECO Group will be in a strong position to build customer relationships throughout the life cycle of an aircraft

HAECO Group will enhance its coverage of aircraft types including wide

body, narrow body, regional jets and VIP aircraft 13

• Airframe maintenance

• Line maintenance

• Cabin maintenance

• Spares and retrofit monuments

• Engine overhaul

• Component services

• Fleet technical management

• Inventory technical management

• Lease return

• Cabin engineering design and certification

• OEM and buyer furnished equipment

• Cabin reconfiguration

• IFE upgrade

• Freighter conversion

• Deregistration

Revenue opportunities at every major event of in the life cycle of an aircraft

Source: Flight International