ENN Clean Energy wraps tender offer for 3 3/8% notes due 2026

By Mary-Katherine Stinson

Lexington, Ky., Feb. 7 – ENN Clean Energy International Investment Ltd. announced the results of its capped tender offer for its $770 million outstanding of 3 3/8% guaranteed senior notes due May 12, 2026 (Cusips: 268733AA0, G3065HAB7), according to a Wednesday announcement.

As of the expiration date of 5 p.m. ET on Feb. 6, a total of $83,108,000, or about 10.79%, in principal amount of the notes were tendered and accepted for purchase. This includes $80,432,000 of the notes, representing 10.45% of the outstanding principal, that were validly tendered as of the early participation deadline at 5 p.m. ET on Jan. 22.

The early deadline was also the withdrawal deadline.

The company will pay a consideration of $948 per $1,000 note.

As previously reported, the company commenced the offer on Jan. 8 to buy up to $120 million principal amount of the notes via a modified Dutch auction. Based on a $1,000 note, the minimum and maximum bid prices were $940 and $948, respectively, and included a $10 early tender premium per note.

Under the initial offer, the amount paid after the early deadline would not include the $10 early tender premium.

On Jan. 23, it was announced that the offer was amended so that the noteholders who tendered after the early deadline, but prior to the expiration of the offer, would receive the full consideration of $948 per note along with accrued and unpaid interest.

Early settlement took place Jan. 25.

Repurchased notes will be retired and canceled.

Final settlement is expected to take place about Feb. 9.

As previously reported, of the $770 million outstanding, $157,054,000 of the notes have been previously repurchased in open-market transactions. Of that, $30 million has been canceled, and the company plans to cancel the remaining $127,054,000 of the notes after the tender offer is completed. The initial issue size was $800 million when the notes were issued May 12, 2021.

The purpose of the offer was to reduce the group’s outstanding non-functional currency-denominated debts, to reduce foreign exchange risk and to optimize the group’s capital structure.

Financing for the offer will come from cash on hand.

Citigroup Global Markets Ltd. is the dealer manager (+44 20 7986 1842, ProjectOrchid.AP.2024@citi.com).

Kroll Issuer Services Ltd. is the information and tender agent (+852 2281 0114, +44 20 7704 0880, ennng@is.kroll.com).

The notes are unconditionally and irrevocably guaranteed by ENN Natural Gas Co., Ltd.

ENN is a Langfang, China-based company engaged in the clean energy industry.

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