General Announcement::Commencement of Exchange Offers and Tender Offers

Issuer & Securities

Issuer/ Manager
SAN MIGUEL GLOBAL POWER HOLDINGS CORP.
Securities
SAN MIGUELUS$600M5.7%PERCAPSEC - XS2098881654 - 9HXB
SANMIGUELUS$500M5.95%PERCAPSEC - XS2072777381 - VXVB
SAN MIGUEL US$400M7%PERCAPSEC - XS2239056174 - FJRB
Stapled Security
No

Announcement Details

Announcement Title
General Announcement
Date &Time of Broadcast
14-Nov-2024 12:08:46
Status
New
Announcement Sub Title
Commencement of Exchange Offers and Tender Offers
Announcement Reference
SG241114OTHRAPLN
Submitted By (Co./ Ind. Name)
Latham & Watkins LLP
Designation
Latham & Watkins LLP
Description (Please provide a detailed description of the event in the box below)
San Miguel Global Power Holdings Corp. (formerly known as SMC Global Power Holdings Corp.) (the "Offeror") today announces its separate invitations to eligible holders of its (a) outstanding 5.95% Senior Perpetual Capital Securities issued on 5 November 2019 (the "5.95% Securities"), 7.00% Senior Perpetual Capital Securities issued on 21 October 2020 (the "7.00% Securities") and 5.70% Senior Perpetual Capital Securities issued on 21 January 2020 (the "5.70% Securities") to offer to exchange their Existing Securities (as defined below) for an equal principal amount of US$-denominated Senior Perpetual Capital Securities (the "Exchanged New Securities") to be issued by the Offeror and (if applicable) for the relevant Exchange Cash Consideration (as defined in the announcement) (the "Exchange Offers" and each and any of them, an "Exchange Offer"); and/or (b) outstanding 5.95% Securities and 7.00% Securities to tender their Existing Securities for purchase by the Offeror for cash (the "Tender Offers" and each and either of them, a "Tender Offer", and together with the Exchange Offers, the "Offers" and each and any of them, an "Offer"), in each case, subject to satisfaction (or waiver) of the New Issue Condition (as defined in the announcement) and the other conditions described in the offer memorandum dated 14 November 2024 (the "Offer Memorandum"). "Existing Securities" shall mean (A) in the case of the Exchange Offers, the 5.95% Securities, the 7.00% Securities and the 5.70% Securities; and (B) in the case of the Tender Offers, the 5.95% Securities and the 7.00% Securities; and "Series" shall mean any of the Existing Securities. Capitalised terms used and not otherwise defined in this announcement have the meanings given to them in the Offer Memorandum.

Please refer to the attachment for more information.

Attachments

SMGP - SGX Announcement_Offers Launch_2024.11.14.pdf
Total size =313K