Vedanta Resources Launches Tenders Offers for $459.5M Outstanding 13.875% Due 2028, Up to $600M 9.25% Due 2026 Bonds; Tender Offers Conditional on New Bond Issuance

Vedanta Resources Ltd., or VRL, announced to the SGX this afternoon, Jan. 13, that the company and its subsidiary Vedanta Resources Finance II plc have commenced tender offers to purchase for cash any and all of the outstanding $459.5 million 13.875% bonds due 2028, and to purchase for cash up to the maximum acceptance amount of the outstanding 9.25% bonds due 2026.

Terms of the tender offers are below:
 

The total consideration for each $1,000 principal amount of the bonds will be $1,000 per $1,000 principal amount of the 2028 bonds, or $1,005 per $1,000 principal amount of the 2026 bonds payable only in respect of the bonds validly tendered at or prior to 5 p.m. New York City time on Jan. 27, or the early tender deadline.

The offerors, the company and its subsidiary, accept for purchase $990 per $1,000 principal amount of the 2028 bonds or $1,000 per $1,000 principal amount of the 2026 bonds payable in respect of the bonds validly tendered after the early tender deadline but at or before 5 p.m. New York City time on Feb. 11.

The tender offers are conditioned upon, among other things, the offerors having raised sufficient funds, including, among others, from the successful completion of, and receipt of funds from, the new bonds issuance, to fund the aggregate consideration and the aggregate accrued interest payment for these tender offers, subject to the maximum acceptance amount with respect to the 2026 bonds, and to fund the 2028 bonds conditional redemption, the announcement states.

The offerors reserve the right, in their respective sole and absolute discretion, to determine the aggregate principal amount of the 2026 bonds, if any, to be accepted, which amount will not result in the aggregate amount of the consideration and applicable accrued interest payment of the 2026 bonds being greater than the net proceeds raised in the new bonds issuance less the 2028 bonds aggregate redemption amount, subject to applicable law, the announcement states.

Sodali & Co is acting as the information and tender agent for the tender offers. Barclays Bank plc, Citigroup Global Markets Ltd., Deutsche Bank AG Singapore Branch, J.P. Morgan Securities plc, Mashreq and Standard Chartered Bank are acting as dealer managers for the tender offers.