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Published on 2/3/2004 in the Prospect News Convertibles Daily.

Forefront International adjusts convertible offering

New York, Feb. 3 - Forefront International Holdings Ltd. adjusted its offering of convertible bonds, reducing the initial size and adding a further put option.

The deal was cut to $15 million principal amount from $20 million, but the greenshoe was increased to $20 million from $15 million, leaving the potential overall size unchanged at $35 million.

Forefront also added an additional put at par on May 2.

Forefront initially announced the deal in early January.

The securities will be sold on a best-efforts basis by FB Gemini Ltd. to professional investors outside the United States. There will not be a public offering in Hong Kong.

Forefront, a Hong Kong-based distributor of heavy commercial vehicles and related repair and maintenance services, will use the $19.5 million net proceeds to repay its $12 million syndicated term loan due April 2005 and for working capital and general corporate purposes.

Issuer:Forefront International Holdings Ltd.
Issue:Convertible bonds
Amount:$15 million principal amount
Greenshoe:$20 million (subject to shareholder approval)
Maturity:Jan. 20, 2009
Coupon:0%
Redemption price:Par
Conversion premium:16.1% over HK$2.235 closing price on Dec. 31
Conversion price:HK$2.70
Conversion price reset:After 6, 18, 30, 42 and 54 months if volume-weighted average price is less than conversion price, with floor of 70% of initial price
Call:Jan. 20, 2007 onwards at par subject to 130% hurdle
Put:May 2, 2004 at par, Jan. 20, 2006 at 109.5, Jan. 20, 2007 at 116.9
Pricing date:Dec. 31
Settlement date:Jan. 20
Manager:FB Gemini Ltd.
Distribution:Regulation S

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