Golden Wheel offers to swap 2022, 2023 notes for new 16% notes due 2023

By Marisa Wong

Los Angeles, June 1 – Golden Wheel Tiandi Holdings Co. Ltd. launched on Monday an offer to exchange up to an aggregate of $145 million of its outstanding 12.95% senior notes due 2022 (ISIN: XS2100655807) and 14¼% senior notes due 2023 (ISIN: XS2199251823) for new notes.

Golden Wheel will first accept for exchange any 2022 notes tendered, up to the offer cap; and if the cap has not been reached, then it will accept any 2023 notes tendered, to the extent that the offer cap exceeds the amount of 2022 notes tendered and accepted.

For each $1,000 principal amount of existing notes tendered and accepted for exchange, holders will receive $1,000 principal amount of new notes plus accrued interest plus an additional cash incentive of $40.

The new Regulation S notes will mature on July 11, 2023 and will bear interest at 16%.

The offer expires at 11 a.m. ET on June 8.

Settlement, namely the issuance of new notes and payment of accrued interest, is slated for June 11. The cash incentive, however, will be paid on July 5.

The offer is subject to some conditions and may be extended or amended.

The Hong Kong-based commercial and residential property developer said the main purpose of the exchange offer is to extend the maturity profile of its foreign currency debt and to improve its debt structure. It will not receive any cash proceeds from the exchange offer.

BOCI Asia Ltd. and Guotai Junan International are dealer managers for the exchange offer.

D.F. King Ltd. (+44 20 7920 9700 and +852 3953 7231, goldenwheel@dfkingltd.com) is information and exchange agent.

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