TIMES CHINA HOLDINGS LIMITED Announces Proposed Restructuring Update

Strategic Insights -

TIMES CHINA HOLDINGS LIMITED has released an update on the proposed restructuring, outlining key terms related to the issue of Consideration Shares and Mandatory Convertible Bonds (MCBs) I and II. The proposed restructuring received significant support from Scheme Creditors, with over 85.67% of the aggregate principal amount of the In-Scope Debt demonstrating their support. The update provides details on the allocation mechanism, voting, and listing requirements for the new securities.

Key Takeaways:

  • The proposed restructuring involves the issue of Consideration Shares and MCBs I and II to Scheme Creditors as Restructuring Consideration.
  • Scheme Creditors with over 85.67% of the aggregate principal amount of the In-Scope Debt have demonstrated their support for the proposed restructuring.
  • The issue of Consideration Shares and MCBs I and II is conditional upon the Listing Committee of the Stock Exchange granting the listing of, and permission to deal in, the new securities.
  • The conversion of MCBs I and II will result in the issuance of new shares under a specific mandate to be sought from shareholders at the Extraordinary General Meeting (EGM).
  • The proposed issue of MCBs I and II are subject to the passing of necessary resolutions by shareholders at the EGM.
  • The reallocation mechanism and varying maximum election amounts for each option will determine the allocation of scheme consideration to Scheme Creditors.
  • TIMES CHINA HOLDINGS LIMITED will issue Short Term Notes, Upfront Cash Consideration, Medium Term Notes, Long Term Notes, and other securities as part of the proposed restructuring.

Statistics:

  • Aggregate principal amount of In-Scope Debt: 85.67%
  • Number of Scheme Creditors supporting the proposed restructuring: over 85.67%
  • Total value of Restructuring Consideration: Not disclosed
  • Listing Committee of Stock Exchange approval required for Consideration Shares and Conversion Shares: Yes
  • EGM to approve specific mandate for new shares issuance: Yes
  • Varying maximum election amounts for each option: Yes

Sources:

  • TIMES CHINA HOLDINGS LIMITED, Reference to the Announcements in relation to the Proposed Restructuring (https://www1.hkexnews.hk/listedco/listconews/sehk/2025/0707/2025070701788.pdf)