Li & Fung gives early results of tender offer, successful consent bid

Chicago, Nov. 14 – Li & Fung Ltd. announced the early results of the tender offer for the $500 million 4 3/8% notes due 2024 (ISIN: XS2059681135) and the concurrent consent solicitation, according to an announcement.

Noteholders representing a total of $405,842,000, or 81.17%, of the notes voted in favor of the extraordinary resolution. The total breaks down into holders tendering and consenting for $375,462,000 of the notes and holders of $30.38 million of the notes only consenting but not tendering their notes.

Holders representing 75% of the notes voted in favor of the extraordinary resolution, meaning that the company may now redeem the outstanding notes at 89.

The company plans to redeem all remaining notes by Dec. 31.

Consent instructions submitted after the early deadline will not be accepted.

However, holders may revoke their consent instructions after the early deadline, an amendment to the original offer. Revoking holders will not receive their consent instruction fee or instruction fee, whichever is applicable.

The total amount of tendered notes was slightly higher than the amount delivered with consents: $377,662,000. All tendered notes are being accepted for purchase, with $122,338,000 outstanding from the issue after the offer.

The company was offering an early tender consideration of $940 per $1,000 principal amount.

The early tender consideration includes a consent fee of $50 per $1,000 of notes tendered by 5 p.m. ET on Nov. 9, the early deadline.

The company amended the offer so that tendering noteholders can receive the full payment of $940 per $1,000 note if they tender after the early deadline and before the final deadline. Previously, they would have received $890 per $1,000 principal amount.

The expiration time is 5 a.m. ET on Nov. 28.

The company will also pay accrued interest to but excluding the applicable settlement date.

All holders submitting tender instructions will be deemed to have voted in favor of the extraordinary resolution under the consent solicitation.

Final settlement is planned for Nov. 30.

The amendment effective date will be Nov. 30 instead of Nov. 14.

Citigroup Global Markets Ltd. (+852 2501 2693; liabilitymanagement.asia@citi.com), DBS Bank Ltd. (+852 2806 5325, liabilitymanagement@dbs.com), MUFG Securities Asia Ltd. (+33 1 70 91 42 79, +852 2860 1609; liabilitymanagement@mufgsecurities.com) and Standard Chartered Bank (+852 3983 8657; Asia-Liability.Management@sc.com) are the dealer managers.

Morrow Sodali Ltd. (+852 2319 4130, +44 20 4513 6933, 203 609-4910; lifung@investor.morrowsodali.com; https://projects.morrowsodali.com/lifung) is the information, tender and tabulation agent.

The notes were originally issued in two tranches of $400 million and $100 million on Oct. 4, 2019 and Oct. 29, 2019, respectively.

Li & Fung is a global trading group based in Hong Kong.

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