By William Gullotti
Buffalo, N.Y., Jan. 20 – Ccthk 2021 Ltd., a wholly owned subsidiary of China Chengtong Hong Kong Co. Ltd., priced $700 million of guaranteed notes in two tranches (Baa1//BBB+), according to a listing notice with an appended offering circular on Thursday.
The Regulation S notes will be guaranteed by the parent company and also have the benefit of a keepwell and liquidity support deed and a deed of equity interest purchase undertaking by China Chengtong Holdings Group Ltd. (CCT Group).
The first tranche, priced at 99.032 and maturing in 2025, is for $300 million of 2% notes.
The second, priced at 99.325 maturing in 2027, is for a total of $400 million with a 2¾% coupon.
Both tranches of notes may be redeemed early for taxation reasons at par plus interest. The 2025 notes have a make-whole call, discounted to the date of redemption at the Treasury rate plus 20 basis points, followed by a par call. The 2027 have matching call options, except with a spread of 25 bps.
Noteholders will also be able to exercise a change-of-control put at 101 plus interest.
The joint global coordinators, joint lead managers and joint bookrunners for the offering are Barclays, BofA Securities, Citigroup, China Citic Bank International, ABC International, Bank of Communications, China Construction Bank (Asia), China International Capital Corp., DBS Bank Ltd. and Chengtong Hong Kong Asset Management.
Also serving as joint lead managers and joint bookrunners are Bocom International, CCB International, CLSA, CMB International, CMB Wing Lung Bank Ltd., Haitong International, Huatai International, ICBC (Asia) and Mizuho Securities.
Proceeds will be used by the guarantor for working capital, repayment of debt, projects pursuant to regulatory approval and other general corporate purposes.
Listing for the notes is expected on the Hong Kong Exchange effective Jan. 20.
The issuer was incorporated in the British Virgin Islands Nov. 4, 2021. The guarantor is the core offshore investment and financing platform of CCT Group, which is wholly owned and supervised by the State-owned Assets Supervision and Administration Commission of the State Council.
| Issuer: | Ccthk 2021 Ltd.
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| Guarantor: | China Chengtong Hong Kong Co. Ltd.
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| Amount: | $700 million
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| Issue: | Guaranteed notes
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| Bookrunners: | Barclays, BofA Securities, Citigroup, China Citic Bank International, ABC International, Bank of Communications, China Construction Bank (Asia), China International Capital Corp., DBS Bank Ltd., Chengtong Hong Kong Asset Management, Bocom International, CCB International, CLSA, CMB International, CMB Wing Lung Bank Ltd., Haitong International, Huatai International, ICBC (Asia) and Mizuho Securities
|
| Counsel to issuer: | Linklaters (English), King & Wood Mallesons (China), Ogier (BVI)
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| Counsel to bookrunners: | Allen & Overy (English), Jingtian & Gongcheng (China)
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| Change of control: | At 101 plus interest
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| Pricing date: | Jan. 12
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| Issue date: | Jan. 19
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| Listing date: | Jan. 20
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| Ratings: | Moody’s: Baa1
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| Fitch: BBB+
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| Distribution: | Regulation S
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|
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| 2025 notes
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| Amount: | $300 million
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| Maturity: | Jan. 19, 2025
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| Coupon: | 2%
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| Price: | 99.032
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| Call options: | The greater of par plus interest and the sum of remaining scheduled payments of principal and interest, discounted to the redemption date at the Treasury rate plus 20 bps; for taxation reasons at par plus interest
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| ISIN: | XS2416645203
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|
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| 2027 notes
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| Amount: | $400 million
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| Maturity: | Jan. 19, 2027
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| Coupon: | 2¾%
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| Price: | 99.325
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| Call options: | The greater of par plus interest and the sum of remaining scheduled payments of principal and interest, discounted to the redemption date at the Treasury rate plus 25 bps; for taxation reasons at par plus interest
|
| ISIN: | XS2413634572
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