Lender on Lender Violence, Asia Style: The Road King Creditor War
Confrontation in Asia is seldom direct. Relationships are of paramount importance in the small and close knit creditor market, which means the lender-on-lender violence that is routine in the more transaction-oriented markets of the U.S. and Europe has not taken root in the region.
That makes the dispute that has emerged between creditors involved with Chinese real estate developer and toll road owner Road King Infrastructure Limited all the more absorbing, and all the more fractious.
The case does not involve dropdowns, or uptiering, creditors using the flexibility built into loan documents to take an aggressive position against other creditors and seize an advantage.
It’s not a story of lawyers exploiting gaps in covenants. At its root, it’s a story of perceived betrayal within a creditor group, and a restructuring dialogue shaped by that dynamic.
And perhaps underlying this battle is that, for once, there is a distressed Chinese property company with enough assets to fight for. Which would make this yet another example of the great teaching from Rabbi Hillel more than 2,000 years ago: “The more possessions, the more worry”. (His most famous teaching is, “Don’t do to others that you would hate done to yourself.”)
The Fracture
Hong Kong-listed and -based Road King is attempting to restructure about $2.4 billion in offshore debt: $1.4 billion senior notes, $891 million perpetual securities, and $114 million in syndicated loans. The company – whose main assets are property in China and toll roads in Indonesia – announced a proposed restructuring support agreement, or RSA, on May 27, backed by a bond- and perp-holder ad hoc group advised by PJT Partners and Kirkland & Ellis.
The proposed RSA did not emerge from a unified creditor front.
An originally seven-member ad hoc bondholder group had been working collectively since at least late-2025, when it filed a winding-up petition in the British Virgin Islands against New Select Global Ltd., the holding company for Road King’s Indonesian toll road assets that backs the already once restructured notes. In March 2026, the ad hoc group’s advisor, PJT Partners, got the company to agree to some improvements to an earlier proposal it had tabled. Two large members broke away from the original holder group and supported the new proposal, taking PJT with them and appointing Kirland as their new legal advisor. Latham & Watkins remained with those who stayed, now organised as the Independent Bondholder Group, or IBG.
The IBG does not merely disagree with the terms. It considers them the product of a process shaped by former allies who defected to the enemy camp.
For their part, the PJT group contends they got the best possible deal out of the company and that all holders would be better off accepting the terms and moving on.
Given that there are real assets to fight over offshore, this might end up being only the second restructuring of Chinese property company bonds since 2021 – out of the more than 50 Chinese developers to have defaulted on offshore bonds in that period – to feature offshore creditors duking it out in court over whether a plan should proceed. (The other fight was over Sino-Ocean Group Holdings’ English restructuring plan, in which the court eventually ruled in favor of the debtor after the main objecting bondholder severely limited how much it was willing to spend on the fight.)
The Terms: What Is on the Table vs. What Is Being Sought
The RSA offers Road King’s own creditors a 10-cent cash tender capped at $500 million, new notes due 2032 representing 13% of claims, and listco shares covering 34.4% of claims. Under a parallel scheme for Indonesian toll road owner New Select Global Ltd., bond and perp holders would receive a 70% stake in Road King Expressway International Holdings, or RKE, the vehicle holding Indonesian toll road concessions. Road King would retain a 5%.
PJT estimates that the RSA implies recoveries of 28.5 to 30 cents on the dollar for the bond and perp holders, and describes the deal as the first Chinese high-yield restructuring in which offshore creditors receive a controlling stake in the offshore asset with governance protections.
Latham, on behalf of the objecting group, puts potential liquidation recoveries at as much as 50 cents on the dollar, with recoveries for bondholders from liquidating the toll road assets alone at as high as 40.6 cents on the dollar under certain scenariosThe IBG describes the New Select scheme as a wind-down as opposed to a genuine restructuring, and objects to the economics accruing to equity: Road King’s controlling shareholder Wai Kee retains at least 30% of listco shares post-restructuring, and the listco takes a priority performance fee of 15% to 20% on RKE disposable value above $600 million.
To the IBG, there is no justification for creditors to bear heavy losses while the existing equity holder maintains a controlling stake.
Another point of contention is whether the $891 million senior unsecured perps should indeed be treated the same as the $1.4 billion senior unsecured straight bonds for the purpose of the recovery and plan voting.
Structurally, the notes are indeed pari passu. But the IBG contends since the straight bonds are already accelerated and immediately payable, they should vote in a separate class than the perps, which are still redeemable at the issuer’s election.
If it comes to that, a successful class composition challenge at the scheme convening hearing could give straight bondholders a formal blocking position. The IBG represents straight bondholders while the ad hoc group has a mix.
The banks, owed $114 million and advised by AlixPartners, are separately disinclined to sign, citing inadequate engagement during drafting and a 0.2% consent fee.
What Could Settle This
The RSA has so far secured support from only 27.7% of senior notes and perps, well short of the 75% accession threshold needed to trigger the scheme filing obligation. The BVI winding-up adjournment runs only to June 8. The pressure is on both sides.
The IBG’s 50-cent liquidation estimate would be subject to practical qualification. Realising Indonesian infrastructure assets through BVI courts, against complex holding structures and potential concession transfer restrictions, would be a slow process. The net recovery, after time and cost, will likely be lower than the headline figure.
Road King and the consenting group need broader creditor participation to close. A contested scheme convening hearing is slow and adds execution risk neither side can afford given the BVI timeline.
What the IBG can pursue – backed by its potential to introduce a class composition challenge or block the 75% accession threshold – is a renegotiated RSA, through elements of a reduced value retention for Wai Kee, a modified performance fee, an accommodation on class voting, and improved headline economics.
The settlement range exists. The price may be determined by what the IBG considers adequate compensation financially, and to lay the events of March 2026 to rest.
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