Vietnam’s Vingroup solicits consents to amend 11 5/8% notes due 2018

By Marisa Wong

Madison, Wis., Nov. 18 – Vingroup JSC announced a solicitation of consents for proposed amendments to the indenture governing its 11 5/8% senior notes due 2018.

The company wants to amend the indenture to have greater flexibility to incur debt.

The first part of the proposed amendments (Part I amendments) relates to covenants regarding limitation on indebtedness and limitation on dividend and other payment restrictions affecting restricted subsidiaries and the definition of permitted liens. The second part of the proposal (Part II amendments) affects the list of subsidiary guarantors set out in schedule I of the indenture (Part II-A amendment) as well as covenants regarding limitation on issuances of guarantees by restricted subsidiaries and further subsidiary guarantors (Part II-B amendments).

Holders may deliver consents to (a) both Part I and Part II amendments, (b) solely to the Part I amendments in their entirety or (c) solely to the Part II amendments in their entirety.

The record date for the consent solicitation is 5 p.m. ET on Nov. 17. The consent solicitation will expire at 5 p.m. ET on Nov. 26.

The company is offering a consent fee of $6.25 for each $1,000 principal amount that is conditioned on consents from holders of a majority of the notes being delivered with respect to the Part I amendments.

The company is also offering a consent fee of $5.00 for each $1,000 principal amount that is conditioned on consents from holders of 80% of the notes being delivered with respect to the Part II amendments.

However, the company may waive the condition to receive the required consents for the Part II amendments with respect to the Part II-B amendments. The Part II-B amendments only require consents from holders of a majority of the outstanding principal amount.

If the company gets the needed Part II-B consents and decides to waive the Part II amendment required consents condition, then the company may enter into the Part II-B amendments and pay the Part II consent fee.

Credit Suisse Securities (Europe) Ltd. (attn.: liability management desk, +44 20 7883 8763) is the solicitation agent, and D.F. King & Co., Inc. (attn.: Krystal Scrudato, vingroup@dfking.com, 212 269-5550, 800 591-8236 or +44 20 7920 9700) is the information and tabulation agent.

Vingroup is a Hanoi, Vietnam-based real estate, tourism, hospitality development and management company.

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