Vedanta soliciting consents from holders of four series, eyes maturity extensions

By Wendy Van Sickle

Columbus, Ohio, Dec. 13 – Vedanta Resources Ltd. is soliciting consents from holders of four series of bonds with a goal of extending the company’s and its subsidiaries’ debt maturity profile, according to a press release.

The bonds include

• $1 billion 6 1/8% bonds due 2024 (Cusips: G9328DAP5, 92241TAM4) issued by Vedanta;

• $1 billion 13 7/8% bonds due 2024 (Cusips: V9667MAA0, 92243XAD3) issued by Vedanta Resources Finance II plc and guaranteed by Vedanta and its subsidiary guarantors;

• $1.2 billion 8.95% bonds due 2025 (Cusips: G9T27HAD6, 92243XAE1) issued by Vedanta Resources Finance II and guaranteed by Vedanta and its subsidiary guarantors; and

• $600 million 9¼% bonds due 2026 (Cusips: G9T27HAA2, 92243XAA9) issued by Vedanta Resources Finance II and guaranteed by Vedanta.

The company is asking holders of each series to approve by extraordinary resolution some amendments and waivers to the bonds.

Vedanta is seeking to extend its debt maturity profile, thereby improving its capital structure and financial position; to demand covenants and seek certain waivers to allow the group to accommodate the existing debt, including private credit facilities, with a higher average cost of debt; to improve the credit packet of the bonds to incentivize bondholders to consent to the amendments; and certain covenant amendments and waivers to account for Vedanta Ltd.’s plan to demerge its business units into independent companies.

Specifically, Vedanta plans to demerge its business into Vedanta Aluminium Metal Ltd., Malco Energy Ltd., Talwandi Sabo Power Ltd., Vedanta Iron and Steel Ltd. and Vedanta Base Metals Ltd.

For both series of 2024 bonds and the 2025 bonds, the company is offering an early consent fee per $1,000 principal amount of $20, while that fee is $7.50 for the 2026 bonds. The early fee will be paid only to holders who deliver their consents by 5 p.m. ET on Dec. 27.

There are two consent solicitations. One applies to the 2024 and 2025 bonds. The other applies to the 2026 bonds.

After that time, the consent fee drops to $2.50 per $1,000 principal amount for each series.

The record date is Dec. 26.

The voting deadline is 5 p.m. ET on Jan. 2.

Bondholders’ meetings will be held in Singapore on Jan. 4. If there is no quorum for a meeting, an adjourned meeting will be held on Jan. 18.

If the consent conditions are not met by Jan. 29, the consent solicitations will be terminated.

No consent fees will be paid if the relevant extraordinary resolutions are not passed.

J.P. Morgan Securities plc (+44 20 7742 5940, +852 2800 8220, 212 834-4533 or liability_management_asia@jpmorgan.com) and Standard Chartered Bank (+44 20 7885 5739, +852 3983 8658, +65 6557 8286 or liability_management@sc.com) are the solicitation agents.

Morrow Sodali Ltd. (+44 20 4513 6933, +852 2319 4130, 203 658-9457 or vedanta@investor.morrowsodali.com) is the information and tabulation agent.

Vedanta is a London-based diversified global natural resources company with operations in India, Zambia, Namibia and South Africa.

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