Hong Kong’s Pacific Century begins consent bid for 4¾% notes due 2022

By Sarah Lizee

Olympia, Wash., Aug. 6 – Pacific Century Premium Developments Ltd. launched a consent solicitation for holders of its $700 million 4¾% guaranteed notes due 2022 (ISIN: XS1572363858) issued by PCPD Capital Ltd.

The early consent deadline is 11 a.m. ET on Aug. 17.

The consent bid will expire at 11 a.m. ET on Aug. 26.

A noteholder meeting will be held at 11 a.m. ET in Hong Kong on Aug. 28. In light of the ongoing developments in relation to Covid-19, the meeting may be held via teleconference.

The issuer and the guarantor are inviting noteholders to approve amendments to the notes that would modify the change of control terms of the bonds.

PCCW Ltd., which currently owns a majority stake in the guarantor, issued letters of support dated March 2, 2017 and Sept. 26, 2019 in connection with the issuances of notes, in which it stated its intention that, for so long as any note remains outstanding, the guarantor will remain its subsidiary, it will maintain, directly or indirectly, ownership of more than 50% of the shares of and maintain voting control in the guarantor, it will not take or approve any action that would result in the guarantor not remaining commercially and financially viable, and it intends to continue to support the guarantor.

Subject to the passing of the extraordinary resolution, the letters of support will be adjusted so that the terms of the letter of support will be modified to provide that for so long as any note remains outstanding, PCCW intends that it, together with Richard Li and/or any affiliates, will either directly or indirectly and in aggregate hold at least 40% of the voting rights of the issued share capital of the guarantor; or collectively remain the largest single shareholder of the guarantor.

The issuer will pay to each noteholder that votes in favor of the extraordinary resolution by the early consent deadline an early consent fee of 0.25%.

After the early consent deadline, holders who vote in favor of the extraordinary resolution will receive a 0.05% consent fee.

The information and tabulation agent is Morrow Sodali Ltd. (+ 44 20 7355 0628, +1 203 609 4910, + 852 2158 8405, pcpd@investor.morrowsodali.com).

The solicitation agent is J.P. Morgan Securities plc (+852 2800 7650, Liability_Management_HK@jpmorgan.com).

Pacific Century is engaged in the development and management of premium property and infrastructure projects, as well as investment in premium-grade buildings in the Asia-Pacific region. It is based in Hong Kong.

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