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China Hydroelectric Corporation Enters into Definitive Merger Agreement for Going Private Transaction

 China Hydroelectric Corporation Enters into Definitive Merger Agreement for
                          Going Private Transaction

PR Newswire

BEIJING, Jan. 13, 2014

BEIJING, Jan. 13, 2014 /PRNewswire/ --China Hydroelectric Corporation (NYSE:
CHC, CHCWS) ("China Hydroelectric" or the "Company"), an owner, developer and
operator of small hydroelectric power projects in the People's Republic of
China ("PRC"), today announced that it has entered into a definitive Agreement
and Plan of Merger (the "Merger Agreement") with CPT Wyndham Holdings Ltd.
("Parent") and CPT Wyndham Sub Ltd. ("Merger Sub"), which are affiliates of
NewQuest Capital Partners and the funds managed by it (together, the "NewQuest
Funds"). Pursuant to the Merger Agreement, Parent will acquire the Company
for US$1.17 per ordinary share or US$3.51 per American Depositary Share, each
representing three ordinary shares ("ADS"). This represents a 57.4% premium
over the closing price of US$2.23 per ADS as quoted by the New York Stock
Exchange (the "NYSE") on September 3, 2013, and a 60.5% premium over the
volume-weighted average trading price of the Company's ADSs during the 30
trading days prior to, and including, September 3, 2013, the last trading day
prior to the Company's announcement on September 4, 2013 that it had received
a non-binding proposal letter from CPI Ballpark Investments Ltd, an affiliate
of the NewQuest Funds (together, with the NewQuest Funds, "NewQuest"), to
acquire all of the Company's outstanding ordinary shares not already owned by
them.

The consideration to be paid to holders of ordinary shares and ADSs under the
Merger Agreement also represents an increase of 18.2% from the original $2.97
per ADS offer price submitted by NewQuest in its September 4, 2013 non-binding
proposal letter.

Immediately following the consummation of the transactions contemplated under
the Merger Agreement, Parent will be beneficially owned by affiliates of
NewQuest and other existing shareholders of the Company who are permitted to
roll-over their interest in the Company with NewQuest in connection with the
Merger (the "Rollover Shareholders").

Subject to the terms and conditions of the Merger Agreement, at the effective
time of the Merger, Merger Sub will merge with and into the Company, with the
Company continuing as the surviving corporation and a wholly owned subsidiary
of Parent (the "Merger") and each of the Company's ordinary shares issued and
outstanding immediately prior to the effective time of the Merger (including
ordinary shares represented by ADSs) will be cancelled in consideration for
the right to receive US$1.17 per ordinary share or US$3.51 per ADS, in each
case, in cash and without interest, except for (i) the ordinary shares and
ADSs beneficially owned by Parent or any wholly owned subsidiary of Parent
(including Merger Sub) and the Rollover Shareholders, all of which will be
cancelled at the effective time of the Merger for no consideration, and (ii)
ordinary shares owned by holders who have validly exercised and not
effectively withdrawn or lost their appraisal rights pursuant to Section 238
of the Companies Law of the Cayman Islands, which ordinary shares will be
cancelled at the effective time of the Merger for the right to receive the
value of such shares in accordance with the provisions of Section 238 of the
Companies Law of the Cayman Islands.

NewQuest intends to fund the Merger through cash contributions pursuant to an
equity commitment letter from NewQuest Asia Fund I, L.P. and NewQuest Asia
Fund II, L.P. (collectively, the "Sponsors"). The Sponsors have also entered
into a limited guarantee in favor of the Company pursuant to which they have
agreed to guarantee certain obligations of Parent and Merger Sub under the
Merger Agreement.

The Company's board of directors, acting upon the unanimous recommendation of
the special committee (the "Special Committee") formed by the board of
directors, unanimously approved the Merger Agreement and the Merger and
resolved to recommend that the Company's shareholders vote to authorize and
approve the Merger Agreement and the Merger. The Special Committee, which is
comprised solely of independent directors of the Company who are unaffiliated
with any of Parent, Merger Sub, NewQuest or any of the management members of
the Company, exclusively negotiated the terms of the Merger Agreement with the
assistance of its financial and legal advisors.

The Merger, which is currently expected to close during the first half of
2014, is subject to customary closing conditions as well as the approval by an
affirmative vote of holders of the Company's ordinary shares representing at
least two-thirds of the ordinary shares present and voting in person or by
proxy as a single class at a meeting of the Company's shareholders which will
be convened to consider the approval of the Merger Agreement and the Merger.
As of the date of the Merger Agreement, the Rollover Shareholders beneficially
own in aggregate approximately 59% of the Company's outstanding shares and,
pursuant to a Rollover and Support Agreement they have entered into with
Parent, each Rollover Shareholder has agreed, among other things, to vote all
its ordinary shares and ADSs of the Company in favor of the authorization and
approval of the Merger Agreement and Merger. If completed, the Merger will
result in the Company becoming a privately-held company and its ADSs will no
longer be listed on the NYSE.

Houlihan Lokey (China) Limited is serving as financial advisor to the Special
Committee. Davis Polk & Wardwell is serving as U.S. legal advisor to the
Special Committee and Walkers is serving as Cayman Islands legal advisor to
the Special Committee. O'Melveny and Myers LLP is serving as U.S. legal
advisor to the Company and Appleby Global is serving as Cayman Islands legal
advisor to the Company.

Weil, Gotshal & Manges is serving as U.S. legal advisors to NewQuest and
Conyers Dill & Pearman is serving as Cayman Islands legal advisor to NewQuest.

Additional Information about the Transaction

The Company will furnish to the Securities and Exchange Commission (the "SEC")
a report on Form 6-K regarding the proposed transactions described in this
announcement, which will include the Merger Agreement. All parties desiring
details regarding the Merger are urged to review these documents, which will
be available at the SEC's website (http://www.sec.gov).

In connection with the Merger, the Company will prepare and mail a proxy
statement to its shareholders. In addition, certain participants in the Merger
will prepare and mail to the Company's shareholders a Schedule 13E-3
transaction statement. These documents will be filed with or furnished to the
SEC. INVESTORS AND SHAREHOLDERS ARE URGED TO READ CAREFULLY AND IN THEIR
ENTIRETY THESE MATERIALS AND OTHER MATERIALS FILED WITH OR FURNISHED TO THE
SEC WHEN THEY BECOME AVAILABLE, AS THEY WILL CONTAIN IMPORTANT INFORMATION
ABOUT THE COMPANY, THE MERGER AND RELATED MATTERS. In addition to receiving
the proxy statement and Schedule 13E-3 transaction statement by mail,
shareholders also will be able to obtain these documents, as well as other
filings containing information about the Company, the Merger and related
matters, without charge, from the SEC's website (http://www.sec.gov) or at the
SEC's public reference room at 100 F Street, NE, Room 1580, Washington, D.C.
20549. In addition, these documents can be obtained, without charge, by
contacting the Company at the following address and/or phone number:

China Hydroelectric Corporation
901 Marco Polo Plaza Building, No. 80 Anli Road, Chao Yang District,
Beijing, People's Republic of China 100101
Phone: +86 (10) 5963-6881

The Company and certain of its directors, executive officers and other members
of management and employees may, under SEC rules, be deemed to be
"participants" in the solicitation of proxies from shareholders with respect
to the Merger. Information regarding the persons or entities who may be
considered "participants" in the solicitation of proxies will be set forth in
the proxy statement and Schedule 13E-3 transaction statement relating to the
Merger when it is filed with the SEC. Information regarding certain of these
persons and their beneficial ownership of the Company's ordinary shares as of
March 31, 2013 is also set forth in the Company's Form 20-F, which was filed
with the SEC on April 18, 2013. Additional information regarding the interests
of such potential participants will be included in the proxy statement and
Schedule 13E-3 transaction statement and the other relevant documents filed
with the SEC when they become available.

This announcement is neither a solicitation of proxy, an offer to purchase nor
a solicitation of an offer to sell any securities and it is not a substitute
for any proxy statement or other filings that may be made with the SEC should
the Merger proceed.

About China Hydroelectric Corporation

China Hydroelectric Corporation (NYSE: CHC, CHCWS) ("China Hydroelectric" or
"the Company") is an owner, developer and operator of small hydroelectric
power projects in China. Through its geographically diverse portfolio of
operating assets, the Company generates and sells electric power to local
power grids. The Company's primary business is to identify, evaluate, acquire,
develop, construct and finance hydroelectric power projects. The Company
currently owns 25 operating hydropower stations in China with total installed
capacity of 517.8 MW, of which it acquired 21 operating stations and
constructed four. These hydroelectric power projects are located in four
provinces: Zhejiang, Fujian, Yunnan and Sichuan. Hydropower is an important
factor in meeting China's electric power needs, accounting for approximately
22% of total nation-wide capacity.

Cautionary Statement concerning Forward Looking Statements

This news release may include certain statements that are not descriptions of
historical facts, but are forward-looking statements. These forward-looking
statements can be identified by terminology such as "will," "expects,"
"anticipates," "future," "intends," "plans," "believes," "estimates" and
similar statements. Forward-looking statements involve risks, uncertainties
and other factors that could cause actual results to differ materially from
those contained in any such statements. Potential risks and uncertainties
include, but are not limited to, uncertainties as to how the Company's
shareholders will vote at the meeting of shareholders, the possibility that
competing offers will be made, the possibility that various closing conditions
for the Merger may not be satisfied or waived, and other risks and
uncertainties discussed in China Hydroelectric's filings with the U.S.
Securities and Exchange Commission, as well as the Schedule 13E-3 transaction
statement and the proxy statement to be filed by the Company. China
Hydroelectric does not undertake any obligation to update any forward-looking
statement, except as required under applicable law.

For further information about China Hydroelectric, please visit the Company's
website at http://www.chinahydroelectric.com.

For more information, please contact:

China Hydroelectric Corporation
Scott Powell                                 James Hull

Investor Relations and Corporate             Finance Manager
Communications
                                             Phone (China): +86-10-5963-6881
Phone (U.S.): +1 (646) 650-1351
                                             Email: james.hull@china-hydro.com
Email: ir@china-hydro.com
ICR, LLC

Gary Dvorchak, CFA

Senior Vice President

Phone (China): +86-10-6583-7500

Phone (U.S.): +1 (310) 954-1123

Email: gary.dvorchak@icrinc.com

SOURCE China Hydroelectric Corporation

Website: http://www.chinahydroelectric.com