Zhenro Properties launches consent bid in lieu of planned redemption of perpetual securities

By Rebecca Melvin

Concord, N.H., Feb. 18 – China’s Zhenro Properties Group Ltd. said it may be unable to fund its planned redemption of $200 million outstanding principal amount of senior perpetual capital securities (ISIN: XS2013512608) and has launched a consent solicitation to waive an event of default, according to a notice.

The company announced the redemption on Jan. 4 and planned to execute the redemption on March 5.

The company cited “adverse market conditions,” which have its funds increasingly limited.

The consent bid from beneficial owners seeks approval to waive any default and all claims against the company that may arise from the company not redeeming the securities on March 5 and to modify the initial distribution rate for the securities for the period from Jan. 25 to March 6, 2023. The bid also seeks consent to change the first reset date and change of control.

The consent solicitation expires at 5 p.m. ET on March 11.

Zhenro is offering securityholders a consent fee of $10 per $1,000 principal amount of securities and a step-up fee of $7.50 per $1,000 principal amount of securities for consents delivered prior to expiration.

Payment of the fees is subject to an extraordinary resolution for which a meeting is being held at 10 p.m. ET on March 13. The results will be announced on March 15, and if the majority of holders approve of the changes, a supplemental indenture will be executed the same day.

Admiralty Harbour Capital Ltd. (zhenro@dfkingltd.com) is the solicitation agent and D.F. King Ltd. (+852 3953 7208, zhenro@dfkingltd.com) is tabulation and information agent of the consent solicitation.

Zhenro is a Shanghai-based real estate developer.

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