Indonesia’s Jababeka offers to exchange 2023 notes for 2027 notes, cash

By Marisa Wong

Los Angeles, Nov. 8 – PT Kawasan Industri Jababeka Tbk has begun an exchange offer and consent solicitation for its $300 million outstanding 6½% guaranteed senior notes due Oct. 5, 2023 (ISIN: US46638AAC45, USN4717BAD84), according to a notice.

The issuer is offering to exchange the old 2023 notes for new guaranteed senior notes due 2027 and cash.

At the same time, the company is soliciting consents from holders to amend the terms of the indenture governing the old notes. The proposed amendments would eliminate substantially all of the restrictive covenants, all of the reporting requirements and some of the events of default.

In conjunction with the exchange offer and consent solicitation, the issuer is also soliciting consents from holders of the 2023 notes under a concurrent consent solicitation, under which holders may choose to deliver consents without tendering their notes for exchange.

Holders who participate in the exchange offer and consent solicitation may not also separately participate in the concurrent consent solicitation with respect to the same notes tendered under the exchange offer and coupled consent solicitation, the company noted.

For old notes tendered by 5 p.m. ET on Nov. 22, the early exchange deadline and early consent deadline, the issuer is offering per $1,000 of old notes an early exchange consideration of $700 of new notes plus $300 of cash consideration and an early consent fee of $2.

For notes tendered and consents delivered after the early deadline, the issuer is offering per $1,000 of old notes a late exchange consideration of $700 of new notes plus $250 of cash and a late consent fee of $1.

Holders will also receive accrued interest.

The exchange offer and consent solicitation expire at 11:59 p.m. ET on Dec. 7.

Tenders may not be withdrawn and consents may not be revoked.

The dealer managers for the exchange offer and solicitation agents for the consent solicitation are J.P. Morgan Securities plc, Mandiri Securities Pte. Ltd., Standard Chartered Bank (Singapore) Ltd. or UBS AG Singapore Branch.

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

Jababeka is an industrial estate developer based in Bekasi, Indonesia.

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