Aspial gives results of offer to swap three notes for new perpetuals

By Mary-Katherine Stinson

Lexington, Ky., Oct. 31 – Singapore’s Aspial Corp. Ltd. reported the results of its offer to exchange three series of existing notes issued by Aspial and Aspial Treasury Pte. Ltd. for new Singapore dollar-denominated fixed-rate subordinated perpetual securities to be issued by Aspial, according to notices.

As of the expiration date of 10 p.m. ET on Oct. 30, the following notes had been tendered and accepted for exchange for a like principal amount of new perpetual securities:

• S$31.5 million of the S$50 million fixed-rate series 007 notes due March 2025 (ISIN: SGXF39054444) issued by Aspial;

• S$42.25 million of the S$75 million 6.15% series 008 notes due January 2024 (ISIN: SGXF20337501) issued by Aspial Treasury and guaranteed by Aspial; and

• S$59 million of the S$70 million 6% series 009 notes due July 2024 (ISIN: SGXF22368025) issued by Aspial Treasury and guaranteed by Aspial.

In addition to the par exchange consideration, holders will receive accrued interest in cash.

Following cancelation, a total of S$62.25 million of the notes across the three series will remain outstanding, which includes S$18.5 million of the series 007 notes, S$32.75 million of the series 008 notes and S$11 million of the series 009 notes.

The exchange offer began at 9 p.m. ET on Oct. 16.

Tricor Barbinder Share Registration Services (+65 6236 3550/3555; is.corporateactions@sg.tricorglobal.com) is the exchange agent.

Aspial proposed the exchange offer in August, as previously reported. However, the exchange offer and the issuance of new perpetual securities under the company’s S$700 million multicurrency debt issuance program were subject to shareholder approval.

New securities

As previously reported, Aspial will issue perpetual securities with an initial distribution rate of 6˝% that steps up to 6.7% three years from the issue date.

The distribution rate resets five years from the issue date and every five years after that. The reset distribution rate is five-year SORA-OIS plus an initial spread of 315 basis points plus a step-up margin of 200 bps. The initial spread was to be determined prior to the launch of the exchange offer.

The perpetual securities will be callable in whole on the first reset date or any distribution payment date after that.

Certain of Aspial’s controlling shareholders and/or related entities and/or persons have been allocated about 97% of the S$132.75 million aggregate principal amount of perpetuals to be issued, giving substantial holding to them, the company noted in the latest release.

The perpetual securities are expected to be issued on Nov. 7 and listed on the Singapore Exchange on Nov. 8.

The company previously highlighted that given the upcoming maturity of the existing notes over the next two years, the exchange offer would serve to refinance the existing notes through the issuance of perpetual securities, which would be redeemable only at the option of the company.

The exchange offer would also minimize the need for separate refinancing exercises, which in turn would minimize legal costs and professional fees.

Finally, the exchange offer is expected to improve the company’s overall leverage ratio.

Questions about the exchange offer should be directed to Aspial (+65 6840 7790; felix_lim@aspial.com).

Aspial is a Singapore-based company operating in jewelry retail, property development and financial services.

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