Indonesia-based Lippo’s Theta unit starts tender offer, solicitation

Chicago, Jan. 11 – Theta Capital Pte. Ltd. started separate tender offers and consent solicitations for its $405 million outstanding 8 1/8% senior notes due 2025 (ISIN: XS2099273737) and its $417.03 million 6¾% senior notes due 2026 (ISIN: XS1506085114), according to multiple press releases.

Both notes are guaranteed by parent company PT Lippo Karawaci Tbk.

For the notes due 2025, Theta is offering $870 per $1,000 note, inclusive of a $30 early tender consideration that will only be paid to noteholders who tender by the early deadline.

For the 2026 notes, the issuer will pay $700 per $1,000 note, similarly inclusive of the $30 early tender payment.

Theta will be paying for the tender offers with the proceeds from a credit facility. The maximum amount that will be purchased will be based on the size of the credit facility.

Tenders may be prorated.

Consents

Concurrently with the tender offers, Theta is soliciting consents for proposed waivers and amendments.

Noteholders may deliver consents, and not tender their notes.

Instruction fees for favorable instructions are $5 per $1,000 note for instructions delivered by the early deadline. Favorable instructions delivered after the early deadline will be compensated with $1 per $1,000 note.

Noteholders who tender their notes are deemed to have delivered voting instructions in favor and are also eligible for the relevant instruction fee.

Details

The early deadline is 11 a.m. ET on Jan. 20.

The expiration time is 11 a.m. ET on Feb. 1.

The consent settlement date is planned for Feb. 6, and the tender settlement date is expected to be Feb. 10.

The joint dealer managers and solicitation agents are BNI Securities Pte. Ltd. (+65 6911 3752, +65 6911 3759, liabilitymgmt@bnisecurities.com.sg), CIMB Investment Bank Bhd. (+603 2261 8888, projecthermesxvi.cimb@cimbniaga-ibk.co.id) and Deutsche Bank AG, Singapore Branch (+62 6423 4229, dcm.sea@list.db.com).

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

Full details can be found at https://projects.morrowsodali.com/ lippotender or https://projects.morrowsodali.com/ lippoconsent.

The issuer is a Tangerang, Indonesia-based residential and commercial urban developer.

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