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Conyers advises Renhe Commercial Holdings on its US$300 million senior note offering – September 2010

October 2010 Teresa Tsai

Conyers Dill & Pearman provided Cayman Islands and British Virgin Islands legal advice to Renhe Commercial Holdings Company Limited on its US $300 million senior note offering on the Singapore Exchange Securities Trading Limited (“SGX-ST”) on September 10.

Teresa Tsai of Conyers’ Hong Kong office advised on the transaction in association with lawyers from Norton Rose and Davis Polk & Wardwell, which advised on Hong Kong and U.S. law respectively, while Latham & Watkin advised the purchasers, BOCI Asia Limited, Merrill Lynch International and UBS AG.

Commenting on the transaction, Teresa Tsai said: “The senior notes are listed on the Singapore stock exchange and bears 13% interest rate, which is quite high as compared to bank loans interest rate. Given the increasing difficulty of obtaining bank loans in PRC as a result of government policy, more and more Hong Kong listed companies which engage in PRC property development will opt for senior notes issue in order to obtain sufficient capital for their furture development and/or repaying bank loans.

In normal circumstances, the issuing companies have to charge all the shares of their subsidiaries to the purchasers in order to secure their obligations under the notes and notes will usually bear high interest rate.”

Conyers also advised Renhe Commercial Holdings Company Limited on its US$ 300 million issue of commercial high-yield notes on the SGX-ST in May 2010 and its US$ 413 million IPO on the HKSE in October 2008.

Renhe Commercial Holdings Company Limited is a Hong Kong-listed operator and developer of underground shopping centres in PRC.


Teresa Tsai

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