ZTO Express Offers to Buy Back $1B in Convertible Notes From Investors by August 28

ZTO Express (Cayman) Inc. (NYSE:ZTO), a leading and fast-growing express delivery company in China ("ZTO" or the "Company"), today announced that it is notifying holders of its 1.50% Convertible Senior Notes due 2027 (CUSIP No. 98980AAB1) (the "Notes") that pursuant to the Indenture dated as of August 29, 2022 (the "Indenture") relating to the Notes by and between the Company and Citibank, N.A., as trustee, each holder has the right, at the option of such holder, to require the Company to repurchase all of such holder's Notes or any portion thereof that is an integral multiple of US$1,000 principal amount for cash on September 2, 2025 (the "Repurchase Right"). The Repurchase Right expires at 5:00 p.m., New York City time, on Thursday, August 28, 2025.

As required by rules of the United States Securities and Exchange Commission (the "SEC"), the Company will file a Tender Offer Statement on Schedule TO which includes documents specifying the terms, conditions and procedures for exercising the Repurchase Right. None of the Company, its board of directors or its employees has made or is making any representation or recommendation to any holder as to whether to exercise or refrain from exercising the Repurchase Right.

The Repurchase Right entitles each holder of the Notes to require the Company to repurchase all of such holder's Notes or any portion thereof that is an integral multiple of US$1,000 principal amount. The repurchase price for such Notes will be equal to 100% of the principal amount of the Notes to be repurchased, plus any accrued and unpaid additional interest, if any, to, but excluding, September 2, 2025, which is the date specified for repurchase in the Indenture (the "Repurchase Date"), subject to the terms and conditions of the Indenture and the Notes. Pursuant to the terms of the Indenture and the Notes, the next interest payment date for the Notes is September 1, 2025. As September 1, 2025 is a federal holiday, pursuant to the Indenture and the Notes, on Tuesday, September 2, 2025, which is the next succeeding business day, the Company will pay accrued and unpaid interest on all of the Notes through August 31, 2025 to all holders who were holders of record as of close of business on Friday, August 15, 2025. As of July 29, 2025, there was US$1,000,000,000.00 in aggregate principal amount of the Notes outstanding. If all outstanding Notes are surrendered for repurchase through exercise of the Repurchase Right, the aggregate cash purchase price will be US$1,000,000,000.00.

The opportunity for holders of the Notes to exercise the Repurchase Right commences at 9:00 a.m., New York City time today, July 30, 2025, and will terminate at 5:00 p.m., New York City time, on Thursday, August 28, 2025. In order to exercise the Repurchase Right, a holder must follow the transmittal procedures set forth in the Company's Repurchase Right Notice to holders (the "Repurchase Right Notice"), which is available through the Depository Trust Company. Holders may withdraw any previously tendered Notes pursuant to the terms of the Repurchase Right at any time prior to 5:00 p.m., New York City time, on Thursday, August 28, 2025, or as otherwise provided by applicable law.