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UPDATE 2: Vedanta Resources Considers Par Call For Untendered Due 2030-2033 Bonds As Part of Planned $5.5B Refi Exercise

Fri May 22, 2026 03:56 AM ET:

Reporting: Malvika Joshi

Vedanta Resources Ltd. or VRL, is considering calling at par any untendered notes from four USD bond tranches due each year 2030-2033 after completing a planned tender offer, as part of its refinancing plan for its entire $5.5 billion debt stack, three sources familiar with the situation said.

Concurrently with the tender offer, the Anil Agarwal controlled company will launch a consent solicitation to be able to call the untendered notes at par, the sources said.

As Octus reported on Tuesday, the company plans to launch in the next month the tender offer at a price between the prevailing spot price and the prevailing make whole price for the four bond series, which are not callable in 2026.

The note tranches are: the $550 million, 9.475% bonds due 2030, callable at 104.74 from July 2027; the $500 million, 11.25% due-2031s, callable at 105.63 from December 2027; the $500 million, 9.125% bonds due 2032, callable at 104.56 October 2027; and the $550 million, 9.85% due-2033s, callable at 104.93 from January 2028.

The due 2030s were indicated at 106 today, the due 2031s were indicated at 110.7, the due 2032 were indicated at 105.4 and the due 2033 were indicated at 108, as per Solve.

Money term modifications to the notes require a not-less-than-2/3 in value quorum (1/3 at adjourned meeting) of holders of the tranche and two-thirds of votes cast to approve an extraordinary resolution as per the due 2031 notes’ offering memorandum.

The London based metals to mining company plans to refinance the old bonds with new amortizing bonds with five-, seven- and 10-year tenors, and secured by brand fee upstreamed to VRL from its listcos, one of the sources said.

The company’s total $3.6 billion outstanding dollar bonds also include $300 million, 10.25% due-2028s and the $1.2 billion, 10.875% due-2029s, which the company is likely to call at the prevailing makewhole prices which are currently 102.8 and 106.4, respectively, also reported.

The due 2028s were indicated at 102.7 today, and the due 2029s were indicated at 106.5, according to Solve.

The company plans to seek holders’ consent of all six bond tranches to remove the negative pledge over the brand fee upstreamed from its listcos to facilitate the entire refinancing, as reported.

VRL wants to refinance the $3.6 billion bonds and around $1.9 billion loans with new bonds and new loans, and plans to seek consent from both creditor groups to allow the brand fees to be offered as security for the new debt, as reported.

The company is in talks for a new five-year amortizing loan with a weighted average life of around 3.6 years, also secured by the brand fee, the first source said. The company has already reached out to the banks including Barclays, Deutsche Bank and Standard Chartered Bank for the refinancing of loans, as reported.

Octus first reported on May 10 that VRL intends to refinance all $5.5 billion debt to bring average financing cost down to within 7%.

Vedanta did not respond to requests for comment.
 


UPDATE 1: Vedanta Resources Plans to Seek Consent From Bank Lenders, Bondholders to Offer Brand Fees as Security For $5.5B Refi

Tue May 19, 2026 02:42 AM ET:

Reporting: Malvika Joshi

Vedanta Resources Ltd., or VRL, plans to solicit consent from its bank lenders and bondholders to remove negative pledge and allow brand fees upstreamed from its listcos to be offered as security for its planned around $5.5 billion debt refinancing, two sources familiar with the development and a source briefed on the matter said.

The Anil Agarwal-controlled metals-to-mining company needs to seek the consent from both creditor groups because both VRL’s $3.6 billion outstanding USD bonds and around $1.9 billion loans, sharing the same guarantees, have negative pledge over the brand fees, the sources familiar said.

For the dollar bonds, the negative pledge removal requires a quorum of not less than two-thirds in value of the outstanding amount (one-third at adjourned meeting) and a majority of not less than two-thirds votes cast to pass an extraordinary resolution, as per the due 2028s’ offering memorandum. The two sources familiar said bank loans share the same consent threshold as the bonds.

The London based metals-to-mining company – planning to refinance through a mix of loans and bonds, as reported – will first seek bank lenders’ consent because it expects to announce a refinancing bond issue sooner than completing the loan refinancing negotiations with banks, one of the sources familiar said.

VRL will then seek bondholders’ consent to remove the negative pledge concurrent with the planned bond refinancing, with both consent solicitations expected to wrap up within two weeks to a month’s time from now, said the sources familiar.

As Octus exclusively reported on May 11, as part of the $5.5 billion refinancing, VRL intends to refinance six tranches of dollar bonds issued by Vedanta Resources Finance II due each year from 2028 to 2033, carrying coupons between 9.125% and 11.25%.

The planned new bonds across different maturities are likely to be amortizing ones, the source briefed on the matter said.

For the due 2030-2033 tranches, VRL is considering a cash tender offer at a price between the spot and the make whole price to ensure bondholder participation, the two sources familiar said. For the due 2028s and 2029s, the company will likely call at the 102.8 and 106.4 make whole prices, respectively, because the premium is not considered “very high” as compared with the longer term tranches, the first source familiar said.

On May 18, VRL’s $300 million, 10.25% due-2028s were indicated at 102.49/102.87, and the $1.2 billion, 10.875% due-2029s were indicated at 106.43/106.66, according to Solve. Meanwhile, the $500 million 11.25% bonds due 2031 were indicated at 110.55/110.79, and the $550 million 9.85% bonds due 2033 bonds were indicated at 107.48/107.72, as per Solve.

The planned tender offer for the 2030-2033 tranches will likely come concurrent with a consent solicitation to remove the negative pledge on the brand fee, the first source said.

VRL’s listco–Vedanta Ltd. or VDL, during its earnings call on April 29 said that it expects the brand fee upstreamed from its five demerged listcos this fiscal year to remain the same at around $400 million. VRL received a brand fee of around $400 million in April for the year ended March 31, as reported.

For the loan refinancing, the company has already reached out to international banks including Barclays, Citi, Deutsche Bank and Standard Chartered Bank, among others, said the first source and a third source familiar.

At present, VRL has $3.6 billion outstanding in bonds and around $1.9 billion in loans until March 31, 2034, according to the two sources familiar. The funding mix between loans and bonds post the refinancing is likely to remain the same, the first source said.

As reported, VRL is aiming to reduce overall interest cost to within 7% through the refinancing, and expects talks to speed up after rating upgrade from Moody’s earlier this month. On May 14, 2026, S&P Global Ratings also raised its long-term issuer credit rating on VRL to ‘BB’ from ‘B+’. At the same time, it raised the ratings on the company’s senior unsecured notes to ‘BB-‘ from ‘B’.

Vedanta, Citi and Deutsche Bank did not respond to requests for comment. Barclays and Standard Chartered declined to comment.


Original Story 10:53 p.m. UTC on May 10, 2026

Vedanta Resources in Preliminary Talks to Refi Entire ~$5.5B Debt to Lower Cost

Reporting: Malvika Joshi

Vedanta Resources Ltd. or VRL, has started preliminary discussions with international banks to refinance its entire, around $5 billion-$5.5 billion debt stack, while expecting the talks to speed up after this week’s rating upgrade from Moody’s, three sources familiar with the development said.

The Anil Agarwal-controlled metals-to-mining company’s planned refinancing is aimed at lowering its overall interest cost to within 7%, as well as having “more prepayment flexibility,” two of the sources said without specifying how the company intends to achieve it.

The refinancing, deemed by banks as “ambitious” as per the sources, are to be done through a mix of loans and bonds, all three sources said. London headquartered VRL has already floated a term sheet with banks for a loan, one of the first two sources said without sharing further details.

Moody’s Rating on May 5 upgraded VRL’s corporate family rating to Ba3 from B1, and upgraded to Ba3 from B2 the rating for VRL’s guaranteed, senior unsecured bonds issued by wholly owned subsidiary, Vedanta Resources Finance II Plc. Fitch on April 2 already upgraded VRL to BB- from B+.

The planned refinancing exercise would include all $3.6 billion outstanding guaranteed dollar bonds issued by Vedanta Resources Finance II across six tranches due each year from 2028 to 2033, all sources said. Currently these bond tranches carry coupons varying between 9.125% and 11.25%.

VRL’s $300 million, 10.25% due-2028s were indicated at 102.8 today, and the $1.2 billion, 10.875% due-2029s were indicated at 106.6, yielding around 6.9%, according to Solve. Meanwhile, the $500 million 11.25% bonds due 2031 were indicated at 110.8, yielding around 7.2%, and the $550 million 9.85% bonds due 2033 bonds were indicated at 108.25, yielding around 7.3% as per Solve.

As Octus reported on April 20, VRL in April had told select international fixed income investors that it is considering partly paying down and partly refinancing through new bonds the due-2028s, which are callable from June 3, and the due-2029s, callable from Sept. 17, after an expected credit rating upgrade. VRL is likely to announce tender offers for the due 2030-2033 tranches – that are not callable in the near term – for the purpose of planned refinancing, the first source said.

Further, the company has obtained a $75 million loan from Standard Chartered Bank early May as part of its plan to upsize an originally $350 million four-year amortizing loan with a weighted average life of around three years to around $600 million, the second source said.

Vedanta and Standard Chartered Bank did not respond to requests for comment.
 

Vedanta Resources Limited – Pro Forma as of 06/24/2025
 
03/31/2025
 
EBITDA Multiple
(INR in Millions)
Amount
Price
Mkt. Val.
US$ Amt.
US$ Mkt. Val.
Maturity
Rate
Yield
Book
Market
 
Loan – Standard Chartered Bank, Singapore – $125M 1
10,625.0
 
10,625.0
125.0
125.0
Oct-2025
 
 
 
Loan – State Bank of India 2
23,375.0
 
23,375.0
275.0
275.0
Jun-2028
 
 
 
Loan – Canara Bank, London Branch – $100M 3
8,500.0
 
8,500.0
100.0
100.0
Sep-2025
 
 
 
Loan – First Abu Dhabi Bank, Mashreq Bank, Standard Chartered Bank and Sumitomo Mitsui Banking Corp. – $380M 4
32,300.0
 
32,300.0
380.0
380.0
Jun-2029
 
 
 
$1.25B Financing – various lenders 5
46,750.0
 
46,750.0
550.0
550.0
Apr-2026
18.000%
 
 
Loan – Canara Bank, London Branch 6
 
Jun-2025
 
 
 
Loan – Union Bank of India DIFC Branch 7
10,200.0
 
10,200.0
120.0
120.0
Sep-2026
 
 
 
Loan – Barclays Bank plc, First Abu Dhabi Bank PJSC, Standard Chartered Bank (Mauritius) Ltd., Mashreqbank PSC, Deutsche Bank AG (Singapore Branch) and Standard Chartered Bank, GIFT City – $530M 8
45,050.0
 
45,050.0
530.0
530.0
Apr-2028
 
 
 
Bank and Other Borrowings – Vedanta Ltd. level 9
530,950.0
 
530,950.0
6,246.5
6,246.5
 
 
 
 
INR 11B Term Loan – Deutsche Bank – VDL Level 10
11,000.0
 
11,000.0
129.4
129.4
 
 
 
 
Loan from JP Morgan 11
25,500.0
 
25,500.0
300.0
300.0
Mar-2027
9.600%
 
 
Loan from Power Finance Corporation 12
2,600.0
 
2,600.0
30.6
30.6
 
10.500%
 
 
Total Bank and Other Borrowings
746,850.0
 
746,850.0
8,786.5
8,786.5
 
1.6x
1.6x
Lease Liabilities 13
13,330.0
 
13,330.0
156.8
156.8
 
 
 
 
Total Lease Liabilities
13,330.0
 
13,330.0
156.8
156.8
 
1.6x
1.6x
9.24% NCD Due Jun 2032 13
40,890.0
 
40,890.0
481.1
481.1
Jun-29-2032
9.240%
 
 
9.2% NCD Due Feb 2030 14
20,000.0
 
20,000.0
235.3
235.3
Feb-25-2030
9.200%
 
 
INR 8.66B NCDs 15
8,660.0
 
8,660.0
101.9
101.9
Oct-2025
 
 
 
INR 24B NCSs 16
24,180.0
 
24,180.0
284.5
284.5
May-2026
10.000%
 
 
INR 10B NCDs – Citi 17
10,000.0
 
10,000.0
117.6
117.6
Oct-10-2025
 
 
 
INR 34B NCDs – Oaktree 18
33,520.0
 
33,520.0
394.4
394.4
Jun-2025
 
 
 
Total Secured Non-convertible Debenture
137,250.0
 
137,250.0
1,614.7
1,614.7
 
1.9x
1.9x
INR 5B NCDs
4,990.0
 
4,990.0
58.7
58.7
Mar-2028
7.850%
 
 
INR 5.4B NCDs
5,370.0
 
5,370.0
63.2
63.2
Aug-20-2027
9.500%
 
 
INR 20.5B NCDs
20,520.0
 
20,520.0
241.4
241.4
Feb-20-2027
9.400%
 
 
INR 24B NCDs 19
24,000.0
 
24,000.0
282.4
282.4
Dec-2027
9.310%
 
 
INR 17.5B NCDs 19
17,500.0
 
17,500.0
205.9
205.9
Jun-2028
9.450%
 
 
INR 8.5B NCDs 20
8,500.0
 
8,500.0
100.0
100.0
Jun-2027
 
 
 
Total Unsecured Non-convertible Debenture
80,880.0
 
80,880.0
951.5
951.5
 
2.1x
2.1x
JPY-denominated unsecured bonds 21
340.0
 
340.0
4.0
4.0
Oct-29-2032
0.280%
 
 
VEDFB/ VED 9.250 Due Apr 2026 22
 
Apr-23-2026
9.250%
 
 
$1.2B 10.875% Due Sep’29 23
102,000.0
 
102,000.0
1,200.0
1,200.0
Sep-17-2029
10.875%
 
 
$300M 10.25% Due ’28s 24
25,500.0
 
25,500.0
300.0
300.0
Jun-03-2028
10.250%
 
 
$500M 11.25% Due ’31s 24
42,500.0
 
42,500.0
500.0
500.0
Dec-03-2031
11.250%
 
 
$550M 9.475% Due ’30s
46,750.0
 
46,750.0
550.0
550.0
Jul-24-2030
9.475%
 
 
$550M 9.85% Due ’33s
46,750.0
 
46,750.0
550.0
550.0
Apr-15-2033
9.850%
 
 
Total Unsecured Offshore Bonds
263,840.0
 
263,840.0
3,104.0
3,104.0
 
2.7x
2.7x
Total Debt
1,242,150.0
 
1,242,150.0
14,613.5
14,613.5
 
2.7x
2.7x
Less: Cash and Equivalents
(130,914.5)
 
(130,914.5)
(1,540.2)
(1,540.2)
 
Net Debt
1,111,235.5
 
1,111,235.5
13,073.4
13,073.4
 
2.4x
2.4x
Operating Metrics
US$ Amt.
LTM Reported EBITDA
463,420.0
5,452.0
 
 
Liquidity
Plus: Cash and Equivalents
130,914.5
1,540.2
 
Total Liquidity
130,914.5
1,540.2
 
Credit Metrics
Gross Leverage
2.7x
 
Net Leverage
2.4x
 
Notes:
Source: Refinitiv, company filings, Reorg; EBITDA calculation is based on company reported figures; Cash balance excludes ST investments; VRL’s operating subsidiary VDL disclosed on June 18, 2025 that it sold 1.6% stake in HZL for around $351M; According to Refinitiv, VDL’s top relationship banks include: State Bank of India, Axis Bank, Union Bank of India, ICICI Bank, L&T Financial Services, YES Bank, Standard Chartered, JP Morgan, IndusInd Bank
1. As reported, VRL obtained this loan in October 2024 and the tenor is 1 year.
2. SOFR + 507 bps; Borrower: Vedanta Resources Limited; Pro-forma amortization estimate by Octus
3. Borrower: Vedanta Resources Limited; Pro-forma amortization estimate by Octus
4. Borrower: Vedanta Resources Limited; Assume this was drawn down in June 2025 as encumbrance of VRL’s stakes in VDL was created on June 26, 2025; Rate: SOFR + 450 bps
5. Maturity in 3 tranches: $150M in Apr’24, $300M in Apr’25 and $800M in Apr’26; Borrowers: Vedanta Resources Investments Ltd., VHMII; Lenders: Arvo Investment Holdings SARL, AMF-12 Holdings Ltd., Burlington Loan Management DAC, Promontoria Holding 452 BV, Standard Chartered Bank, Factorial Master Fund and Synergy Strategic Investments Holding Ltd.; Springing Lien on Brand Fee: Post the repayment of the Private Credit Facility and any permitted PCF Refinancing Borrowings, the amended Jan’24s and the amended Mar’25s are secured by the brand fee receivables from Vedanta Ltd. and its subsidiaries via a springing lien. Lenders: Arvo Investment Holdings SARL, AMF-12 Holdings Ltd., Burlington Loan Management DAC, Promontoria Holding 452 BV, Standard Chartered Bank, Factorial Master Fund and Synergy Strategic Investments Holding Ltd.
6. Borrower: Twin Star Holdings; Repaid in June 2025 upon maturity, as reported
7. Borrower: Twin Star Holdings; As of Sept. 30, the loan’s o/s amt is $120M, per Nov’24 OM. The loan is repayable in 3 yearly instalments starting from the date falling one year after the initial utilization; SOFR + 420 bps
8. Borrower: Twin Star Holdings; Per Octus’s report on June 4, 2025, VRL told investors in a JPM conference that it has used around $300M of the total $530M loan raised in April to repay the $296.3M 9.25% bond due 2026; Assume this is fully drawn down.
9. Incl. secured and unsecured borrowings; Refer to Vedanta Ltd.’s capital structure for more details.
10. Borrower: Vedanta Limited; Pledged by VDL’s 1.91% HZL stakes; Per $1B QIP prospectus, this is repayable on the final repayment date, i.e., 24 months after the utilization date
11. As reported, VDL raised during Mar’25 from JPM a $300M two-year loan at around 9.6% to partly pay down THL Zinc Facility. Assume this is secured.
12. Encumbrance was created against VRL’s 61.95% stake in VDL; Per Nov’24 OC, the outstanding amount as of Sept. 30, 2024 was INR 2.6 billion
13. At Vedanta Ltd. level
14. Issued by Vedanta Ltd.
15. Issued by Meenakshi Energy Ltd.; Redeemable in 5 equal annual instalments starting from Oct. 16, 2025.
16. Issued in September 2023. Exclusive security on charged receivables, monetizatoin of VDL’s iron ore business. Secured against the pledged shares of VDL’s wholly-owned Sesa Iron & Steel Ltd, and a non-disposal undertaking of 95.4% against its ESL steel business.
17. Rate: OIS + 375 bps
18. Issued in January 2024. The NCDs were secured, unrated, unlisted, redeemable, according to the company announcement.
19. Privately placed in June 2025
20. Privately placed in June 2025; Rate: OIS + 328 bps
21. Per Refinitiv and company filings; Issued by Avanstrate Inc.
22. Issued by Vedanta Resources Finance II Plc; Redeemed on April 23, 2025
23. Issued $900M on Sept. 17; VRL issed an additional $300M on Oct. 22.
24. Issued on Dec. 4, 2024
Pro Forma: For Pro forma, the proceeds from the new bonds were added to cash as the exact use of proceeds for each of the bond raised remains unclear; The repayment for matured debts were subtracted from cash as the exact source of funding used to repay the debt remains unclear
US$ Translation: INR/USD rate used for USD conversion is 85.

 

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