Malaysia’s Sime Darby gives response to offers for sukuks

New York, May 11 – Sime Darby Bhd. announced the response in its tender offers and consent solicitations for the $400 million of sukuk due 2018 and $400 million of sukuk due 2023 issued by Sime Darby Global Bhd.

The company received tenders for $350.37 million of the sukuk due 2018 and voting-only instructions for a further $1.75 million.

For the 2023 sukuk, the amount of tenders was $277,499,000 plus voting-only instructions for a further $99,961,000.

The tender deadline was 5 a.m. ET on May 11.

Sime Darby noted that it was under no obligation to accept any tenders.

Meetings will be held at 10 p.m. ET on May 15 for the 2018 sukuk and 10:15 p.m. ET on May 15 for the 2023 sukuk.

The company will then announce the results, whether it will accept any bonds for purchase and if it does what the amount will be.

Sime Darby began the tender offer and consent solicitation on April 18.

The amount on offer is 101% of par for the 2018 sukuk and par for the 2023 sukuk.

Both purchase prices include a payment of 3% of par that was only available to those who participated by the early voting deadline of 5 a.m. ET on May 3.

Holders also will receive accrued distributions.

In the offers, holders who tender their sukuk are also instructing Citigroup Global Markets Deutschland AG as registrar to appoint proxies to vote in favor of the proposed amendments at the meeting, according to a company announcement.

The tender offers are not conditioned upon the tender of any minimum amount of sukuk.

Sukukholders who do not tender their sukuk for purchase in the tender may receive an early consent amount of 0.4% of par or a final consent amount of 0.2%.

Holders who tender their sukuk in the offer may not receive any additional consent amounts.

The company is also soliciting consents to amend the notes to substitute Sime Darby Plantation Sdn. Bhd. as the new obligor in place of the company and for related changes.

The proposed changes also include a waiver for the occurrence of a “dissolution event” as a result of the proposed reorganization of the businesses of the company, the company noted.

The company will seek approval at a meeting, which requires quorum of two or more sukukholders or agents representing at least 75% of the outstanding sukuk.

To pass, the measures require a majority consisting of at least three-quarters of the votes cast.

D.F. King Ltd. (+852 3953 7230, +44 20 7920 9700, simedarby@dfkingltd.com or https://sites.dfkingltd.com/simedarby) is the agent. Hongkong and Shanghai Banking Corp. Ltd. (+852 2822 4100, +44 20 7992 6237 or liability.management@hsbcib.com) is the dealer manager.

The Kuala Lumpur-based multinational conglomerate is involved in plantations, property, motors, industrial equipment, energy and utilities and health care.

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