Singapore Press gets needed consents for 3.2% notes by early deadline

By Marisa Wong

Los Angeles, April 7 – Singapore Press Holdings Ltd. announced the early results of its March 24 consent solicitation and tender offer relating to its S$500 million 3.2% notes due 2030 (ISIN: SGXF50390586).

As of the early consent fee deadline at 5 a.m. ET on April 7, holders had delivered instructions to have their votes cast in favor of the extraordinary resolution for 89.45% of the aggregate principal amount of notes outstanding.

Based on these voting instructions, the quorum for the meeting to be held at 2 a.m. ET on April 20 will be met and the extraordinary resolution proposed at the meeting will be passed. The necessary quorum is two or more persons holding at least 75% in principal amount of the notes outstanding, and the extraordinary resolution requires a majority of at least 75% of the persons voting to pass.

Holders may still submit voting instructions until the expiration time, 2 a.m. ET on April 18.

As previously reported, the company is offering an early consent fee of 0.25% for consents delivered by the early consent fee deadline and a normal consent fee of 0.15% for consents delivered by the expiration time. Payment of the consent fee will be made on or around May 5.

As announced on March 24, the company is offering to purchase the notes for cash at 100.75.

In addition, the company is seeking noteholder approval by the extraordinary resolution to, among other things, waive provisions of the notes’ trust deed and the occurrence of any event of default as a result of any potential non-compliance with certain clauses of the trust deed in connection with a scheme; waive any potential non-compliance with the trust deed that may arise as a result of a media business restructuring; and amend the notes’ conditions to include a call option.

If the extraordinary resolution is passed, the company will have the option to call the notes in full at par.

DBS Bank Ltd. (liabilitymanagement@dbs.com) is the dealer manager.

Tricor Singapore Pte. Ltd. (+65 6236 3550 / 3555, is.corporateactions@sg.tricorglobal.com) is the tender agent and meeting agent.

The Singapore publishing company originally issued the notes under its S$1 billion multicurrency debt issuance program.

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