Dexin China extends consent fee deadline for 9.95% notes five days

Chicago, Nov. 28 – Dexin China Holdings Co. Ltd. announced an extension of the consent fee deadline relating to the recently started exchange offer for a minimum of $313.47 million, or 90%, of its $348.3 million outstanding 9.95% senior notes due 2022 (ISIN: XS2262084374) for new notes and cash, according to a notice.

The company is offering an exchange consideration per $1,000 of existing notes of $975 of new notes, $25 upfront principal payment in cash, $5 consent fee in cash, accrued interest and capitalized interest.

The new notes will be dollar-denominated senior notes due 2024.

The deadline for receiving the consent fee is now 11 a.m. ET on Nov. 30, extended from Nov. 25.

The offer will expire at 11 a.m. ET on Nov. 30.

Settlement of the new notes and delivery of the exchange consideration is expected to occur on Dec. 2.

The new notes will be listed on the Singapore Exchange on Dec. 3.

As previously reported, the company said it believes that the exchange offer, if successfully completed, can improve its financial condition, extend its debt maturity profile and improve its cash flow.

To facilitate the implementation of a restructuring of the existing notes, the company may, as an alternative to the exchange offer, consider launching a scheme of arrangement in Hong Kong to effect a restructuring of the notes on terms similar to the exchange offer but open to all holders, including U.S. persons under Regulation S of the U.S. Securities Act of 1933.

If the exchange offer is not completed and the scheme is launched instead, each eligible scheme creditor will receive on the restructuring effective date in cash in an amount equal to a 2.5% cash prepayment fee and a 0.5% instruction fee, if the consenting creditor enters into the restructuring support agreement on or before the cash prepayment fee deadline at 11 a.m. ET on Dec. 1.

The company appointed Guotai Junan Securities (Hong Kong) Ltd. and CCB International Capital Ltd. as its dealer managers.

Sidley Austin is its legal adviser.

Morrow Sodali Ltd. (+44 20 4513 6933, +852 2319 4130; dexin@investor.morrowsodali.com; exchange website: https://projects.morrowsodali.com/dexin; RSA accession portal: https://portal.morrowsodali.com/dexin; RSA transfer portal: https://portal.morrowsodali.com/dexinTRANSFER) is the information and exchange agent.

The company is a Zhejiang, China-based investment holding company. Its subsidiaries are involved in construction services and property development.

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