Sino-Ocean Group Holding Limited

PROJECT DESCRIPTION

GLAS Specialist Services Limited has been duly appointed as the Information Agent for the upcoming restructuring processes of Sino-Ocean Group Holding Limited (the “Company“, together with its subsidiaries, the “Group“) and Sino-Ocean Land (Hong Kong) Limited (“Sino-Ocean Land HK“, together with the Company, the “Restructuring Companies“).
This restructuring is intended to be implemented by way of a combination of inter-conditional restructuring processes, which may include (i) a scheme of arrangement in Hong Kong; (ii) a scheme of arrangement or restructuring plan in the United Kingdom; and/or (iii) any other in-court or out-of-court process in any other jurisdiction (“Restructuring Processes“).

The restructuring concerns certain financial indebtedness of the Group, namely:

the Hong Kong law-governed dual-currency syndicated term loan facilities (the “2019 Syndicated Loan“) made to Sino-Ocean Land HK and guaranteed by the Company and certain other subsidiary guarantors, pursuant to a facility agreement dated 11 June 2019 as amended and supplemented from time to time;
the Hong Kong law-governed dual-currency syndicated term loan facilities (the “2020 Syndicated Loan“) made to Sino-Ocean Land HK and guaranteed by the Company and certain other subsidiary guarantors, pursuant to a facility agreement dated 16 June 2020 as amended and supplemented from time to time;
the Hong Kong law-governed dual-currency syndicated term loan facilities (the “2021 Syndicated Loan“) made to Sino-Ocean Land HK and guaranteed by the Company and certain other subsidiary guarantors pursuant to a facility agreement dated 15 June 2021 as amended and supplemented from time to time;
the Hong Kong law-governed syndicated term loan facilities (the “2022 Syndicated Loan” and, together with the 2019 Syndicated Loan, 2020 Syndicated Loan, and the 2021 Syndicated Loan, the “Existing Syndicated Loans“) made to Sino-Ocean Land HK and guaranteed by the Company and certain other subsidiary guarantors pursuant to a facility agreement 8 June 2022 as amended and supplemented from time to time;
the Hong Kong law-governed term loan facility (the “2021 Bilateral Loan“) made to Sino-Ocean Land HK and guaranteed by the Company and certain other subsidiary guarantors, pursuant to a facility agreement dated 21 June 2021 as amended and supplemented from time to time;
the English law-governed 2.70% guaranteed green notes due 13 January 2025 (the “2025 Notes“) issued by Sino-Ocean Land Treasure IV Limited and guaranteed by the Company (ISIN: XS2354271251);
the English law-governed 3.25% guaranteed green notes due 5 May 2026 (the “2026 Notes“) issued by Sino-Ocean Land Treasure IV Limited and guaranteed by the Company (ISIN: XS2293578832);
the English law-governed 4.75% guaranteed notes due 5 August 2029 (the “2029 Notes“) issued by Sino-Ocean Land Treasure IV Limited and guaranteed by the Company (ISIN: XS2034822564);
the English law-governed 4.75% guaranteed notes due 14 January 2030 (the “2030 Notes“) issued by Sino-Ocean Land Treasure IV Limited and guaranteed by the Company (ISIN: XS2098034452);
the English law-governed 6.00% guaranteed notes due 30 July 2024 (the “2024 Notes“) issued by Sino-Ocean Land Treasure Finance I Limited and guaranteed by the Company (ISIN: XS1090864528);
the English law-governed 5.95% guaranteed notes due 4 February 2027 (the “2027 Notes“) issued by Sino-Ocean Land Treasure Finance II Limited and guaranteed by the Company (ISIN: XS1163722587); and
the English law-governed perpetual subordinated guaranteed capital securities (the “Perpetual Securities“) issued by Sino-Ocean Land Treasure III Limited with subordinated guarantee from the Company (ISIN: XS1677024579).

The Restructuring Support Agreement dated 18^th July 2024 in connection with the restructuring can be accessed by all affected creditors at:
https://glas-agency.appiancloud.com/suite/sites/SinoOcean (the “Portal“).

Creditors of the Restructuring Companies (as applicable) are advised to complete the registration process following the provided instructions to gain access to the Portal.

Further comprehensive details regarding the restructuring and any Restructuring Processes, including relevant dates, will be promptly made available to affected creditors on the Portal.

Click here to access the portal – https://glas-agency.appiancloud.com/suite/sites/sino-ocean-group

CONTACT DETAILS

GLAS Specialist Services Limited as Information Agent:
Address: 55 Ludgate Hill Level 1 West, London, EC4M 7JW
Email: sinoocean@glas.agency
Telephone:
UK: +44 (0)20 3597 2940
Hong Kong: +852 8009 38636
SG: +65 6232 1407

REGISTRATION

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You are reminded that you have accessed the information contained on this website on the basis that you are a person into whose possession such information may be lawfully delivered in accordance with the laws of the jurisdiction in which you are located, and you may not nor are you authorized to deliver such information, electronically or otherwise, to any other person. Nothing on this website shall constitute an offer to sell or the solicitation of an offer to buy any securities in the United States or any other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No securities may be offered or sold in the United States absent registration or an applicable exemption from registration requirements. Any public offering of securities to be made in the United States will be made by means of a prospectus. Such prospectus will contain detailed information about the company making the offer, management, as well as financial statements. Each of Sino-Ocean Group Holding Limited (the “Company”) and Sino-Ocean Land (Hong Kong) Limited (“Sino-Ocean Land HK”) does not intend to make any public offering of securities in the United States. By accessing information contained on this website, you acknowledge and represent that you hold a legal and/or beneficial interest as principal in the preceding offshore financial indebtedness of the Company or its subsidiaries. You are not authorized and you may not forward or deliver any information contained on this website, electronically or otherwise, to any other person or reproduce such information in any manner whatsoever. Any forwarding, distribution or reproduction of such information is unauthorized.

By accessing documents or information contained on this website, you shall be deemed to have represented that you are an in-scope creditor who holds beneficial interest in, or are the lender of record under, financial indebtedness of the Group concerning the restructuring as set out above, and that you have accessed the documents or information contained on this website solely for the purpose of accessing the restructuring. Neither the documents or information contained on this website nor any copy of it, may be distributed, reproduced, taken, transmitted, redistributed or passed on, directly or indirectly, to any other person or published, in whole or in part, for any purpose. If you access the documents or information contained on this website in error or you are not an intended recipient of such documents or information, please delete such documents or information from any computer, mobile phone, disk drive, diskette or other devices or media, and please do not read, copy, use, forward or disclose such documents or information or any part of it.