General Announcement::Announcement Recent Developments

Issuer & Securities

Issuer/ Manager
WINSWAY ENTERPRISES HOLDINGS LIMITED
Securities
WINSWAY US$500M8.5%N160408R - USG97214AA16 - 4TDB
Stapled Security
No

Announcement Details

Announcement Title
General Announcement
Date &Time of Broadcast
11-May-2015 14:29:52
Status
New
Announcement Sub Title
Announcement Recent Developments
Announcement Reference
SG150511OTHRYM73
Submitted By (Co./ Ind. Name)
Issuer Services
Designation
SGX-ST
Description (Please provide a detailed description of the event in the box below)
NON-PAYMENT OF COUPON
Reference is made to the US$500,000,000 8.50% senior notes due 2016 issued by the Company
on 8 April 2011 of which approximately US$309,310,000 in principal amount currently remain outstanding (the
Senior Notes ) and the announcements of the Company dated 26 March 2015 and 8 April 2015, respectively.
Under the terms of the indenture dated 8 April 2011, as amended and supplemented, in relation to the Senior Notes
( Indenture ), the Senior Notes bear interest at a rate of 8.50% per annum which is payable semi-annually in arrears
on 8 April and 8 October of each year, commencing on 8 October 2011. The Board announces that the Company
has not made the scheduled interest payment (the Interest Payment ) of US$13.15 million which was due on 8
April 2015 and that the 30-day grace period for making the Interest Payment under the terms of the Indenture has
expired.
FORMATION OF BONDHOLDER GROUP,
STANDSTILL AGREEMENT AND APPOINTMENT OF FINANCIAL ADVISOR FOR THE BONDHOLDER GROUP
Reference is made to the announcement of the Company dated 8 April 2015 in which the Company encouraged
holders of the Senior Notes (the Bondholders ) to come forward to form a committee of Bondholders for the
purposes of facilitating discussions between Bondholders and the Company about the possible restructuring of the
Senior Notes ( Bondholder Group ). A Bondholder Group has now been formed and an independent financial
advisor, Houlihan Lokey (China) Limited ( Houlihan Lokey ), has been appointed to act as the financial advisor to
the Bondholder Group and Akin Gump Strauss Hauer & Feld LLP ( Akin Gump ) has been appointed as legal
adviser to the Bondholder Group. The Company encourages more Bondholders to come forward to join the Bondholder Group which is led by Brandon Gale of Houlihan Lokey and Bondholders who would like to enquire about joining the
Bondholder Group can contact him at BGale@hl.com or Mark Fucci (mark.fucci@akingump.com) and Naomi
Moore (naomi.moore@akingump.com) of Akin Gump. The Board also announces that a standstill agreement has
been entered into in relation to a significant percentage of the outstanding principal amount of the Senior Notes (the
Standstill Agreement ). Pursuant to the terms of the Standstill Agreement, any Bondholder that is or becomes
a party to the agreement agrees not to take or request, or instruct any other person to take any
enforcement action against the Company under the Senior Notes, subject to certain conditions. The
Standstill Agreement will expire on 31 May 2015 unless extended by mutual agreement. The Board
is seeking to conclude further standstill agreements with other Bondholders.

Attachments

C924951 Chistp 9as printed2106.pdf
E922604 Engas printed2032.pdf
Total size =241K

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