The long weekend saw several accidents across the country, including a five-car pileup in Vientiane Capital on Sunday.
Chubb Names Peter Kelaher Country President for Australia and New Zealand
SINGAPORE – Media OutReach – 9 March 2021 – Chubb today announced that it has appointed Peter Kelaher Country President for Australia and New Zealand. In his new role, Mr. Kelaher, who is currently Senior Vice President and Head of Property and Casualty (P&C) for Australia and New Zealand, will have executive operating responsibility for the company’s general insurance business, including commercial P&C, traditional and specialty personal lines, and accident and health insurance. He will oversee all facets of the business including strategy, product and business development, underwriting and service operations, and profit and loss performance. The appointment is effective immediately.
Mr. Kelaher will report to Paul McNamee, Senior Vice President, Chubb Group and Regional President of Asia Pacific. He succeeds Jarrod Hill, who is leaving the company.
Chubb has been present in the Australia/New Zealand market for more than 100 years. With seven branches and more than 800 staff, the company offers an extensive range of commercial and consumer coverages to a broad client base, including many of the largest companies. Chubb serves affluent and high net worth individuals and families with high-value personal lines protection. The company also provides individuals with travel and personal accident insurance.
“It is a great pleasure to appoint Peter to lead our Australia and New Zealand general insurance operations,” said Mr. McNamee. “Peter has taken on increased responsibility over the last several years and has proven to be an outstanding leader with the experience and skills to continue to drive the business forward. His extensive network, as well as his deep understanding of Chubb and general insurance, will allow us to continue to grow and maximize our opportunities.”
“We want to thank Jarrod for his many years of service to the company and wish him the best in his future endeavors,” added Mr. McNamee.
Mr. Kelaher has 20 years of insurance industry experience. He joined the company in 2008 as a financial lines underwriter and was promoted to product manager for directors and officers. He was named to lead the P&C business for Australia and New Zealand in 2016. Mr. Kelaher has a Bachelor of Laws (LLB) degree in International Business from the University of Technology Sydney.
About Chubb
Chubb is the world’s largest publicly traded property and casualty insurance company. With operations in 54 countries and territories, Chubb provides commercial and personal property and casualty insurance, personal accident and supplemental health insurance, reinsurance and life insurance to a diverse group of clients. As an underwriting company, we assess, assume and manage risk with insight and discipline. We service and pay our claims fairly and promptly. The company is also defined by its extensive product and service offerings, broad distribution capabilities, exceptional financial strength and local operations globally. Parent company Chubb Limited is listed on the New York Stock Exchange (NYSE: CB) and is a component of the S&P 500 index. Chubb maintains executive offices in Zurich, New York, London, Paris and other locations, and employs approximately 31,000 people worldwide.
Additional information can be found at: www.chubb.com.
Sunlight Real Estate Investment Trust (“Sunlight REIT”) and Dah Sing Bank jointly announce the naming of Dah Sing Financial Centre
Unveiling of eco-friendly financial service-driven hub in the Wan Chai vicinity
HONG KONG SAR – Media OutReach – 8 March 2021 – Henderson Sunlight Asset Management Limited (the “Manager“) and Dah Sing Bank, Limited (the “Bank“) jointly announce that Sunlight Tower, situated at 248 Queen’s Road East, is officially renamed as “Dah Sing Financial Centre” today. This name change marks the transformation of this award winning property into a financial service-driven hub in the Wan Chai vicinity, and represents a significant milestone for both Sunlight REIT and the Bank.
Today is the official naming of Dah Sing Financial Centre, the new corporate headquarters of Dah Sing Bank at 248 Queen’s Road East, Wan Chai. Mr. Harold Wong, Managing Director and Chief Executive of Dah Sing Bank (second from right), Mr. Derek Wong, Managing Director and Chief Executive of Dah Sing Financial Holdings and Dah Sing Banking Group (right), Mr. Keith Wu, Chief Executive Officer of Henderson Sunlight Asset Management Limited (second from left) and Mr. Victor Wong, General Manager — Asset Management of Henderson Sunlight Asset Management Limited (left) officiated at the ribbon-cutting ceremony, signifying a momentous milestone for the two corporations.
The new Dah Sing Bank digital flagship branch in Dah Sing Financial Centre is open for business today.
As the anchor tenant of Dah Sing Financial Centre, the Bank has leased over 89,000 sq. ft. of office and retail spaces. Utilized as the Bank’s new corporate headquarters, the office portion features modern digital technology to promote workplace collaboration, and to enhance working mobility and operational agility. Additionally, it is designed to embrace green and wellness workplace principles, from the implementation of paperless workflows and energy efficient lighting systems, to the use of ergonomic office furniture and fitness amenities. The Bank’s new flagship branch on the ground floor also leverages eco-friendly technology and processes to showcase its new approach and standard for customer experience, striking a balance between digital empowerment and its signature personalized service.
The Manager has, in the meantime, capitalized on this new chapter of collaboration by implementing green and proptech features at Dah Sing Financial Centre, including the installation of green wall panels as well as intelligent and energy efficient lighting systems. With the addition of new eateries and a revamped lobby, the Manager is confident to extend the environmental footprint of this Grade A building for the long-term benefits of stakeholders of Sunlight REIT.
Mr. Harold Wong, Chief Executive and Managing Director of Dah Sing Bank, Limited, said, “We are honoured and delighted to partner with Sunlight REIT and to work closely with its highly capable management team. The relocation of our headquarters and flagship branch to the new Dah Sing Financial Centre represents a key milestone for Dah Sing Financial Group, underscoring our long-term commitment to Hong Kong and the Greater Bay Area. The Group’s core businesses are underpinned by our progressiveness, customer focus, personal service and a solid foundation built on over many years. The move marks the next phase of the Group’s strategy that embraces technology to sharpen its customer focus and improve its customer experience, as well as maximize its competitiveness and operational efficiency.”
Mr. Wu Shiu Kee, Keith, Chief Executive Officer of the Manager, said, “On behalf of Sunlight REIT, I would like to extend a very warm welcome to Dah Sing Bank, Limited as it becomes the anchor tenant of our flagship office property. The change in building name not only symbolizes a long term and mutual commitment, it also portrays our vision to build a sustainable tenant profile for Sunlight REIT, while developing critical aspects of our business through collaboration with strategic partners such as Dah Sing Financial Group.”
About Dah Sing Bank
Dah Sing Bank, Limited is a wholly-owned subsidiary of Dah Sing Banking Group (HKG:2356) which is listed on the Hong Kong Stock Exchange. Founded in Hong Kong over 70 years ago, Dah Sing Bank has been providing quality banking products and services to our customers with a vision to be “The Local Bank with a Personal Touch”. Over the years, the Bank has been rigorous in delivering on our brand promise to grow with our customers in Hong Kong, the Greater Bay Area and beyond — “Together We Progress and Prosper”. Building on our experience and solid foundation in the industry, the Bank’s scope of professional services now spans retail banking, private banking, business and commercial banking. Meanwhile, the Bank is also making significant investments in our digital banking capabilities to stay abreast with smart banking developments in Hong Kong and to support financial inclusion at large.
In addition to its Hong Kong banking operations, Dah Sing Bank also has wholly-owned subsidiaries including Dah Sing Bank (China) Limited, Banco Comercial de Macau, and OK Finance Limited. It is also a strategic shareholder of Bank of Chongqing with a shareholding of about 15%. Dah Sing Bank and its subsidiaries now have around 70 branches operating in Hong Kong, Macau and Mainland China.
About Sunlight REIT
Sunlight REIT (Stock code: 435) is a real estate investment trust authorized by the Securities and Futures Commission and constituted by the trust deed dated 26 May 2006 (as amended and supplemented by six supplemental deeds), and has been listed on The Stock Exchange of Hong Kong Limited on 21 December 2006. Sunlight REIT offers investors the opportunity to invest in a diversified portfolio of 11 office and five retail properties in Hong Kong with a total gross rentable area of approximately 1.2 million sq. ft.. The office properties are primarily located in core business areas, including Wan Chai and Sheung Wan, as well as in decentralized business areas such as Mong Kok and North Point. The key retail properties are situated in regional transportation hubs and new towns including Sheung Shui, Tseung Kwan O and Yuen Long.
Disclaimer: The information contained in this press release does not constitute an offer or invitation to sell or the solicitation of an offer or invitation to purchase or subscribe for units in Sunlight REIT in Hong Kong or any other jurisdiction.
DHL donated IDR2.4 billion to SOS Children’s Villages in six years of partnership in Indonesia
- With DPDHL Group’s support and contribution of €140,000 (IDR2.4 billion) since inception, program has benefitted more than 2,500 young people in Indonesia
- GoTeach program aims to improve youth employability, especially now with challenges posed by the COVID-19 pandemic
JAKARTA, INDONESIA – Media OutReach – 8 March 2021 – DHL Global Forwarding, the leading international freight specialist arm of Deutsche Post DHL Group (or DPDHL Group), today commemorates six years of partnership with SOS Children’s Villages (SOSCV) at a DHL GoTeach Donation Ceremony. Working together with the non-governmental organization (NGO) focused on supporting children without parental care and families at risk, DPDHL Group has reached out to more than 2,500 beneficiaries in Indonesia through mentorship and educational activities and a contribution of €140,000 (IDR2.4 billion) since 2014.
“As one of the largest employers in the world, the Group is supportive of programs that prepare job seekers for the working world, especially during such challenging times. Today, we are proud to commemorate our six years of partnership with SOS Children’s Villages at the DHL GoTeach Donation Ceremony,” said Thomas Grunau, Global Head of Business Strategy & Digitalization, DHL Global Forwarding.
During the ceremony, Grunau presented a donation of €5,000 to SOSCV Indonesia in support of the Pandemic GoTeach project, which offered an online employability training to more than 1,000 young people all over Indonesia in 2020. With the support of 12 volunteers, the online training sessions, covering employability related topics such as job interview and resume writing skills, will continue in 2021 until social distancing measures ease up. The program is the brainchild of Elok Vinindya Wardhani, Marketing and Corporate Communications, DHL Global Forwarding Indonesia, who was recognized for her initiative and effort with the organization’s CEO award in the category sustainability.
DHL Global Forwarding Indonesia President Director, Vincent Yong said, “In today’s rapidly changing world, education paves the way to a stable, sustainable and prosperous tomorrow. Through the GoTeach program, DHL hopes to help the youth in Indonesia to develop the skills and confidence to enter the professional world. With 509 employees across all business divisions volunteering for more than 3,000 hours in the past six years, GoTeach also delivers opportunities for our employees to actively contribute and play a role in the community.”
GoTeach is a group-wide corporate responsibility program aimed at improving youth employability for those from disadvantaged socio-economic backgrounds. Educational and mentorship activities are regularly organized to better prepare them to enter the working world.
“The sustainability and power of an economy and the society depend on a strong educational system and targeted efforts to develop the next generation of working professionals. During the COVID-19 pandemic, jobs and livelihoods have been impacted, deepening the need for training and mentoring programs, such as GoTeach, for our youth to continue to develop their competencies and capabilities to reach their dreams. SOS Children’s Villages is happy and proud to join hands with DHL Indonesia to deliver on this commitment,” said Gregor Hadiyanto Nitihardjo, National Director SOS Children’s Villages Indonesia.
According to UNICEF, there are approximately 24 million students who have dropped out of school as a result of the pandemic, adding to the 870 million students or half of the world’s student population in 51 countries who have yet to return to school.
In Indonesia, DHL Global Forwarding together with DHL Express and DHL Supply Chain have continuously focused on developing youth’s potential since 2014, sharing knowledge on soft and hard skills as well as supporting career development and employability for young people. The GoTeach program has been conducted in several locations across Indonesia such as Meulaboh, Banda Aceh, Medan, Jakarta, Lembang, Semarang, Bali and Flores. For the past six years, DHL employees have actively become mentors in several GoTeach activities such as skill preparation, job shadowing, DHL facility tours, internships and dream camp activities at SOS Children’s Villages to improve employability. The initiative is also part of DPDHL Group’s effort to contribute to local communities where they operate.
DHL – The logistics company for the world
DHL is the leading global brand in the logistics industry. Our DHL divisions offer an unrivalled portfolio of logistics services ranging from national and international parcel delivery, e-commerce shipping and fulfillment solutions, international express, road, air and ocean transport to industrial supply chain management. With about 380,000 employees in more than 220 countries and territories worldwide, DHL connects people and businesses securely and reliably, enabling global sustainable trade flows. With specialized solutions for growth markets and industries including technology, life sciences and healthcare, engineering, manufacturing & energy, auto-mobility and retail, DHL is decisively positioned as “The logistics company for the world”.
About SOS Children’s Villages
SOS Children’s Villages is a non-profit organization that provides alternative care for children who lost or at risk of losing their parental care. Founded in 1949 in Innsbruck, Austria, SOS Children’s Villages now are in 136 countries, including Indonesia. Today, Indonesia SOS Children’s Villages have nurtured and assisted more than 5.500 children in 11 cities in Indonesia: Lembang, Jakarta, Bogor, Semarang, Yogyakarta, Tabanan, Maumere, Banda Aceh, Meulaboh, Medan, and Palu. For further information, visit: www.sos.or.id | @desaanaksos
*Special Notes
SOS Children’s Villages prioritizes family-based care and we form substitute families for children who lost or at risk of losing their parental care. The Mothers and Children establish a family relationship with each other just like any family out there (family-care), so we avoid terms such as an orphanage, foster child, foster mother, and orphans that is replaced with the term a child who lost or at risk of losing their parental care. In SOS Children’s Villages, we also pay close attention to children’s interests and we also protect their privacy, so any information that is related to their background and personal matter will only be shared with particular parties and will not be published to the public.
DHL Global Forwarding and Pelindo 1 Collaborate to Strengthen Logistics in Kuala Tanjung
- DHL Global Forwarding offers its worldwide network and expertise to accelerate the development of Kuala Tanjung as Indonesia’s Logistics Supply Chain Hub
- Kuala Tanjung International Hub strategically located in the Strait of Malacca, one of busiest commercial shipping lanes in the world, and strengthened by infrastructure connectivity of Trans-Sumatera toll roads and trains
MEDAN, INDONESIA – Media OutReach – 8 March 2021 – Pelindo 1 continually strives to further its contributions toward the country’s economic recovery, and one of their focuses is to strengthen and expand its logistics services. This effort is realized through a partnership between Pelindo 1 and DHL Global Forwarding Indonesia. The world’s leading international freight specialist will be the sole logistics provider to be involved in the discussion to accelerate the development of Kuala Tanjung Port and Industrial Estate (Kuala Tanjung PIE), offering its global network and expertise in end-to-end logistics including ocean freight and value added services such as warehouse management, customs brokerage, domestic distribution and bonded logistics center (Pusat Logistik Berikat, or PLB) solutions.
Dani Rusli Utama, President Director, Pelindo 1 (left) and Vincent Yong, President Director, DHL Global Forwarding Indonesia (right) sign the Memorandum of Understanding for the two organizations to collaborate and work towards the development of Kuala Tanjung.
“Located in the middle of Malacca Strait, which is one of the busiest commercial shipping routes in the world, and supported by hinterlands which are rich in agricultural, plantation and mining natural resources along the island of Sumatera, Kuala Tanjung PIE is strategically positioned as an important node in the global logistics and supply chain network,” said Kelvin Leung, CEO of DHL Global Forwarding in Asia Pacific. “This is a critical project for the country and for DHL as we seek to cement our leading position in the freight forwarding industry in the region.”
The two parties marked the collaboration with the signing of the Memorandum of Understanding (MoU) on 1 March 2021 in Jakarta, with Dani Rusli Utama, President Director and Prasetyo, Director of Transformation and Business Development representing Pelindo 1 and Vincent Yong, President Director representing DHL Global Forwarding Indonesia.
“We need to work together to build an ecosystem and prepare Kuala Tanjung Port and Industrial Estate (Kuala Tanjung PIE) as Indonesia’s main gateway to the global logistics network. Pelindo 1’s collaboration with DHL will provide added value for both parties as well as cheaper, faster and more transparent services,” said Dani.
“It is an honor for us to collaborate with Pelindo 1 and contribute toward the government’s grand plan to accelerate the development of Kuala Tanjung PIE. Turning it into Indonesia’s Logistics Supply Chain Hub will further increase the competitiveness of the economy and enhance the ease of doing business in the country,” said Yong. “We are excited about the growth potential of the country and remain committed to help improve Indonesia’s supply chain efficiencies.”
Kuala Tanjung PIE consists of two integrated parts, namely the Port Area and the Industrial Estate. The development of the Port Area is marked by the operation of the Kuala Tanjung Multipurpose Terminal (KTMT) since 2019. As an international hub, this port is designed to accommodate large ships weighing 50,000 DWT (dead weight tonnage) as well as various types of cargo, from containers, liquid bulk to general cargo.
As for the industrial estate, it will be developed in an area of 3,400 hectares, with the potential for various industrial segments, including aluminum, palm oil, iron, steel, rubber, petrochemical, food products, and other industrial segments based on customer needs.
This area will also be strengthened by the availability of various integrated transportation networks in the form of Trans-Sumatera toll roads and trains. Kuala Tanjung PIE is also directly connected to the Sei Mangkei Special Economic Zone (SEZ), which is the main center for palm oil-based industries in northern Sumatera.
“As a future port and industrial complex, Kuala Tanjung PIE will continue to grow, with a vision to become Indonesia’s Global Logistics and Supply Chain. So far, several companies and investors are interested in investing in the area. The more companies and investors who invest, of course, will support the acceleration of the revival of the Indonesian economy,” said Dani.
DHL – The logistics company for the world
DHL is the leading global brand in the logistics industry. Our DHL divisions offer an unrivalled portfolio of logistics services ranging from national and international parcel delivery, e-commerce shipping and fulfillment solutions, international express, road, air and ocean transport to industrial supply chain management. With about 380,000 employees in more than 220 countries and territories worldwide, DHL connects people and businesses securely and reliably, enabling global sustainable trade flows. With specialized solutions for growth markets and industries including technology, life sciences and healthcare, engineering, manufacturing & energy, auto-mobility and retail, DHL is decisively positioned as “The logistics company for the world”.
About PT Pelabuhan Indonesia I (Persero)
(BUMN) which manages port services in western Indonesia. Pelindo 1 is headquartered in Medan and has operating areas in 4 provinces covering Aceh, North Sumatra, mainland Riau and Riau Islands Provinces, and manages 15 port branches, 8 port / representative areas and manages 1 (one) business unit, namely UGK (Unit Shipyard Business) and 5 (five) Subsidiaries, namely PT Prima Terminal Container (PTP), PT Prima Multi Terminal (PMT), PT Prima Indonesia Logistik (PIL), PT Prima Pembangunan Kawasan (PPK) and PT Prima Husada Cipta Medan (PHCM).
Pelindo 1 services include ship services, goods services, passenger services and other port services. Pelindo I has a strategic location in the Strait of Malacca, which is the busiest strait in world trade traffic and is currently developing the Kuala Tanjung port as the western port of Hub Port for Indonesia, and has the main gate for CPO exports to the rest of the world, namely through the ports of Belawan and Dumai.
Currently Pelindo 1, in an effort to continuously improve service productivity, has made innovations by adding equipment and extending jetty facilities so as to increase productivity more effectively and efficiently. This continuous development is also to support the success of government programs in accelerating national development and supporting Government policies, especially in the maritime highway program to strengthen national connectivity and create national logistics costs efficiently and effectively and increase national competitiveness.
Pelindo 1, Indonesia Gateway.
European TopSoho S.à r.l.: €250 million 4% secured guaranteed bonds due 2021 exchangeable into shares of SMCP S.A. (ISIN XS1882680645)
LUXEMBOURG – Media OutReach – 8 March 2021 – European TopSoho S.à r.l. (the “Company” and, together with its holding companies and subsidiaries, the “Group“) announces today information in relation to its €250 million 4% secured guaranteed bonds due 2021, exchangeable into shares of SMCP S.A. (ISIN XS1882680645) (the “Bonds“).
Reference is made to (1) the trust deed dated 21 September 2018 between the Company, the Guarantor and BNP Paribas Trust Corporation UK Limited relating to the Bonds (the “Trust Deed“); and (2) the announcement of the Company dated 18 January 2021 (the “Announcement“). Unless otherwise defined, capitalised terms in this announcement will have the same meaning as those defined in the Trust Deed and the Announcement, as applicable.
RECENT EVENTS
Discussions with the Ad Hoc Group
Over the past few weeks, the Company and its various stakeholders, together with their respective advisers, have been engaged in constructive dialogue towards an amendment of certain indebtedness and/or other obligations in respect of the Bonds (the “Proposed Transaction“). Progress has been made with a number of major holders of the Bonds who together constitute the Ad Hoc Group (who, as at the date of this announcement, beneficially hold as principal over 75% of the aggregate outstanding principal amount of the Bonds) on the terms of such Proposed Transaction. This has culminated in the Company and the Ad Hoc Group having reached an in-principle agreement on such terms, which includes express waivers of the outstanding alleged defaults, certain contractual protections regarding the approximately 12.1 million unpledged SMCP shares owned by the Company (including agreements not to transfer or encumber such shares, save only for waiver with the consent of the majority bondholders) and the payment of certain fees.
The Company is therefore pleased to announce the terms of the Proposed Transaction (see “Proposed Transaction” below) which, when completed, will provide for the stability of the Group and its business for the benefit of all stakeholders.
Claim against the Guarantor
The Company announces that it has been notified by the Guarantor of a claim made against the Guarantor. For more information, please refer to Appendix 2.
PROPOSED TRANSACTION
The terms of the Proposed Transaction are set out in the term sheet which is attached hereto as Appendix 1 (the “Term Sheet“). This Term Sheet forms the basis for the implementation of the Proposed Transaction.
The Company currently intends to implement the Proposed Transaction by way of a consent process, which will involve the Company soliciting electronic consents from holders of the Bonds in Euroclear and Clearstream, in accordance with the applicable provisions of the Trust Deed. The Proposed Transaction remains subject to agreement on final documentation and satisfaction of certain preliminary steps and the Company cannot assure Bondholders that the Proposed Transaction will be completed.
The Company expects to commence the process of implementing the Proposed Transaction on the terms set forth in the Term Sheet as soon as possible, and will provide timely updates to the market on the progress of these efforts as appropriate, including when the consent process is launched.
The Company encourages holders of the Bonds to participate in the consent process when launched and looks forward to timely creditor support.
Appendix 1
Term Sheet
European TopSoho Exchangeable Bonds — Non-Binding Term Sheet
(Subject to Contract)
This draft term sheet (“Term Sheet”) outlines the principal terms and conditions of a proposed amendment of certain indebtedness and/or other obligations (“Transaction”) in respect of the €250,000,000 4.00 per cent. secured exchangeable bonds due 2021, ISIN: XS1882680645 (the “Bonds“) issued by European TopSoho S.à r.l.
This Term Sheet is not intended to be a comprehensive list of all relevant terms and conditions of the Transaction or any other transaction in relation to the Bonds. Other than the Governing Law and Jurisdiction provisions (as set out in this Term Sheet), this Term Sheet is not binding and the transactions contemplated by this Term Sheet are subject to, amongst other things, the execution of definitive documentation by the parties.
Unless otherwise noted below or to the extent the context otherwise requires or is reasonably necessary to give effect to the Transaction, the terms of the Bonds shall be substantially the same as those set out in the trust deed dated 21 September 2018 between the Issuer, the Guarantor and BNP Paribas Trust Corporation UK Limited relating to the Bonds (the “Trust Deed“). Unless otherwise defined, capitalised terms used in this Term Sheet will have the same meaning as those defined in the Trust Deed.
|
Bond Feature |
Current Position |
Retraction of Purported Default Notice and repayment on Original Maturity Date |
|
Issuer |
European TopSoho S.à r.l. |
As per current position |
|
Guarantor |
Forever Winner International Development Limited |
The Guarantor shall remain a guarantor under the Bonds, but circumstances affecting and/or relevant to the Guarantor will not result in an Event of Default under the Bonds and other covenants, undertakings and representations under the Trust Deed will not be applicable as regards the Guarantor. If an insolvency or similar event against the Guarantor as described under Condition 14(a)(iv) or Condition 14(a)(v) of the Trust Deed occurs and a judgment, order or similar is issued against the Guarantor, the Trustee will have a direct claim against the Guarantor for the amounts outstanding under the Bonds and the Trust Deed (as if they had been declared due and payable on the date of such insolvency event) and shall be able to prove in such insolvency or other similar process as a debtor in respect of such amount (and any amounts recovered by the Trustee from the Guarantor will be applied against the amounts outstanding in respect of the Bonds), provided always that an Event of Default will not be deemed to have occurred under the Bonds against the Issuer solely as a result of the occurrence of such insolvency or similar event, and there shall not be any rights of acceleration as against the Issuer, in such circumstances. |
|
Principal amount |
EUR 250m |
As per current position |
|
Coupon |
4% p.a., payable quarterly in arrear |
As per current position |
|
Default interest |
None |
As per current position |
|
Maturity Date |
21 September 2021 |
As per current position |
|
Redemption Price at Maturity Date |
100% plus final coupon payment |
As per current position, but it will be a condition to any redemption that the exit fee and the work fee, as referenced below, are paid by the Issuer. |
|
Events of Default |
List of events as per Condition 14(a). The “Early Redemption Settlement Amount” is due on acceleration (broadly, the higher of the parity value of the underlying SMCP shares and par, plus all future coupon payments) |
As per current position save that circumstances affecting and/or relevant to the Guarantor will not result in an Event of Default under the Bonds (but without prejudice to the direct claim against the Guarantor which shall arise in the circumstances specified under “Guarantor” above). Following any Event of Default, the Trustee (in addition to the Issuer) will also be able to request a calculation of the Early Redemption Settlement Amount from the Calculation Agent without the Calculation Agent requesting further instruction from the Trustee and without inquiry into the validity of the purported Event of Default. |
|
Security |
English law security over 28,028,163 SMCP shares held with BNP Paribas Securities Services, London Branch as custodian |
All of the unpledged SMCP shares owned by the Issuer (being 12,106,939 SMCP shares) will be held with a UK-based custodian (such entity to be agreed between the Issuer and the AHG) in an unsecured account. Unanimous approval by the Issuer’s board of managers in respect of such transfer will be obtained prior to the signature of definitive documentation in respect of the Transaction. |
|
Covenants re security |
Customary negative covenants, including (i) prohibiting further security over the secured SMCP shares; (ii) prohibiting any disposal of the secured SMCP shares; and (iii) requiring distributions on the secured SMCP shares to be deposited in the secured account 250% overcollateralization obligation. |
As per current position, provided that the Custodian will act on the instruction of the Trustee (jointly with the Issuer, prior to any delivery of a Default Notice) at all times whilst any amount is outstanding under the Bonds in respect of any transfer, disposal, withdrawal from, or grant of security over, the SMCP Securities Account. Upon the delivery of a Default Notice, the Trustee will elect (by specifying in the Default Notice, a copy of which will be delivered to the Custodian, as well as to the Issuer and the Guarantor) whether it will exercise voting rights in respect of (i) 29% of the SMCP shares in issuance or (ii) all of the pledged SMCP shares (representing approximately 34% of the SMCP shares in issuance). Such election shall apply during the period starting from the delivery of the Default Notice to the enforcement of security over the pledged SMCP shares. |
|
Trustee |
The parties disagree as to the validity of the appointment of GLAS SAS (London Branch) as Trustee |
Issuer/Guarantor to enter into a supplemental trust deed or such other document to be agreed recognising the effectiveness of appointment of GLAS SAS as trustee. |
|
Negative pledge |
Applies to the Issuer, Guarantor and their subsidiaries, permitting only those liens allowed under the Prime Bloom bonds |
As per the current position, plus covenants in respect of the unpledged SMCP shares as follows: · not to transfer, sell, encumber or grant any security, declare any trust over, move to another jurisdiction, or otherwise dispose of any interest in the unpledged SMCP shares; and · maintain the unpledged SMCP shares in the new London custody account until the full redemption of the outstanding bonds. Tri-partite custody agreement / custody supplemental agreement as regards the unpledged SMCP shares to be entered into between the Issuer, the custodian and the Trustee as a CP to the signing of the amendment to the Trust Deed implementing this Transaction, which shall provide that no transfer, withdrawal, disposal of or grant of security over the unpledged SMCP shares shall be effected (at any time whilst any amount is outstanding under the Bonds) by the UK-based custodian without the prior written |
|
Restriction on indebtedness |
No indebtedness at the Issuer level excluding refinancing indebtedness in the form of exchangeable bonds |
Refinancing indebtedness may be in any form, provided that, concurrently with or immediately following the issuance or incurrence of such indebtedness, the Bonds and all amounts due under the Trust Deed shall be redeemed or otherwise repaid in full (and not in part). |
|
Information rights |
Annual financial statements (if any) of the Issuer/Guarantor to be delivered to the trustee within 30 days of publication and within 180 days of the relevant year end Customary trustee information request rights as per the trust deed, including delivery of compliance certificates |
As per current position, plus: Audited consolidated financial statements for the Issuer for the financial year ended 31 December 2020 to be provided to the Trustee and published on the Issuer’s website (www.europeantopsoho.com), in each case by 30 June 2021. Unaudited management accounts for the Issuer as of 31 December 2020 to be provided to the Trustee for distribution to all Bondholders upon effectiveness of the Transaction. Monthly updates on progress on the refinancing to be provided to the legal advisers representing Bondholders holding more than 50% of the principal amount of the Bonds outstanding, subject to such advisers having reasonable and appropriate confidentiality obligations directly to the Issuer. |
|
Additional covenants |
N/A |
Covenant not to deal with the unpledged SMCP shares and to ensure that they remain free of any security interest as per the above. Additional restrictions on the Issuer to ensure that the Issuer remains a “locked box” as may reasonably be required by the AHG, including: · Covenant prohibiting restricted payments by the Issuer; · Covenant to maintain the COMI in Luxembourg; and · Acknowledgement by the Issuer that England and Wales is the appropriate forum in respect of any insolvency or enforcement process or proceedings (including liquidation, administration, receivership or otherwise) with respect to its assets located in England and Wales, to the extent permitted by law, and covenant not to challenge the jurisdictional basis of any English insolvency proceedings if initiated by the Trustee and/or the Bondholders. |
|
Exchange Rights |
Customary exchange rights architecture for exchangeable bonds. Issuer election to satisfy exchange rights in cash, shares or a combination. Future coupons are also payable on any exercise of exchange rights |
As per current position |
|
Adjustments to the Exchange Ratio/Dividend Protection |
Customary adjustment provisions. Full dividend protection |
As per current position |
|
Exchange Ratio Reset |
Annual formula-based adjustment to Exchange Ratio (final Reset Date = 21 March 2021) |
As per current position |
|
Issuer call rights |
Issuer call option following an All-Cash Offer; Issuer “clean up” call (20% threshold) |
As per current position, plus an optional call right will be introduced to allow the Issuer to redeem the Bonds (in whole and not in part) at par (plus the Make Whole Amount, being all undiscounted interest accrued to the Maturity Date) on any date prior to the Maturity Date, subject to no less than 10 and no more than 30 days’ notice. |
|
Investor put right |
Investor put option following a Change of Control (of SMCP) and/or any Delisting (at 100% plus all future coupon payments) |
As per current position |
|
Tax call/gross-up |
No gross up and no tax call |
As per current position |
|
Governing law |
English |
As per current position |
|
Listing of the Bonds |
Euronext Access (non-regulated market) |
As per current position |
|
Ratings |
None |
None |
|
Clearing |
Euroclear/Clearstream |
As per current position |
|
Consent Fee |
N/A |
In consideration of the Bondholders consenting to the terms of the Transaction, the Issuer shall agree to pay an exit fee (i.e. a fee to be paid when the Bonds are (or are required to be) repaid or redeemed, whether at maturity, upon an Event of Default, or as a result of a call or put option exercised by the Issuer or the Bondholders) to each Consenting Bondholder in an amount equal to 2% of the outstanding principal amount of the Bonds held by that Consenting Bondholder as at the date on which the Electronic Consent (as defined below) in respect of the terms of the Transaction is passed. “Consenting Bondholder” means a beneficial holder of the Bonds who has, prior to the applicable deadline specified in the consent solicitation memorandum (in respect of the terms of the Transaction): (a) submitted (or caused its relevant clearing system account holder to submit) a valid electronic voting and blocking instruction, via the relevant clearing system, instructing that all the votes attributable to the Bonds held by that beneficial holder should be cast in favour of the Electronic Consent and that those Bonds should be blocked in the relevant clearing system; and (b) provided the Issuer (or the solicitation agent acting on its behalf) with evidence of such submission to the reasonable satisfaction of the Issuer (or the solicitation agent acting on its behalf). |
|
Work Fee |
N/A |
In consideration of the work undertaken by the AHG in assisting the Issuer with the formulation and refinement of the terms applicable to the Transaction and provided that the Electronic Consent is passed by the requisite majority of Bondholders, the Issuer shall agree to pay (to the relevant members of the AHG as at the date on which the Electronic Consent in respect of the terms of the Transaction is passed) an exit fee (i.e. a fee to be paid when the Bonds are (or are required to be) repaid or redeemed, whether at maturity, upon an Event of Default, or as a result of a call or put option exercised by the Issuer or the Bondholders) in an amount equal to EUR 5 million. |
|
Contribution to costs of the AHG |
N/A |
Full cost contribution by the Issuer to the costs of the AHG (being its legal counsel as to English, French and Luxembourg law). Reimbursement of the costs of GLAS SAS and BNP Paribas Trust Corporation UK Limited and their respective legal counsel. The above being subject to review of all incurred costs by the Issuer/Guarantor or their advisers on their behalf. All costs to be funded by way of equity injection into the Issuer or otherwise satisfied directly by another group company on a subordinated basis (such subordinated funding to be permitted indebtedness under the Bonds). |
|
Waivers |
N/A |
All alleged defaults and all defaults disclosed by the Issuer in the supplemental trust deed would be waived, notices of default withdrawn and the purported acceleration of the Bonds will be rescinded. The supplemental trust deed will also provide that any future breach of covenant and/or event of default can be waived, and any Default Notice can be rescinded, by holders of Bonds representing a majority of the Bonds then outstanding (in addition to the current architecture for Extraordinary Resolutions). |
|
Implementation |
N/A |
The terms of the Transaction will be approved by soliciting electronic consents from holders of the Bonds in Euroclear and Clearstream, as contemplated by the Trust Deed (“Electronic Consent“). Members of the AHG will, immediately prior to the launch of such consent solicitation process, irrevocably undertake to provide such consents in respect of all Bonds held by them. The timing of the execution of the documents (and which documents will be CPs) remains subject to discussion. |
|
Binding Provisions |
|
|
Governing Law and Jurisdiction |
This Term Sheet and any non-contractual obligations arising out of or in connection with it shall be governed by the laws of England and Wales and be subject to the exclusive jurisdiction of the courts of England and Wales. |
Appendix 2
The Company announces that it has been notified by the Guarantor (1) of a claim made against the Guarantor as regards the alleged non-payment by the Guarantor of indebtedness in excess of the cross-default threshold set out in Condition 14(a)(iii) of the Bonds, such indebtedness incurred pursuant to a guarantee provided by the Guarantor in respect of certain bonds; and (2) that the Guarantor is disputing its liability for such indebtedness and has taken steps to defend its position including by filing an affidavit with the High Court of the Hong Kong Special Administrative Region, taking the position that such claim is not valid.
Having considered the aforesaid developments with its advisers, the Company’s view is that no Event of Default is continuing as of the date of this announcement.
About European TopSoho S.à r.l.
European TopSoho S.à r.l. is an investment holding company established in Luxembourg. The Company is the controlling shareholder of SMCP S.A. which is a leading accessible luxury fashion company listed on the regulated market of Euronext Paris.
European TopSoho S.àr.l. is a subsidiary of Shandong Ruyi Technology Group Company Limited, the leading apparel manufacturer and fashion brands operator headquartered in Shandong, China.
This press release contains inside information released by the Company under Regulation (EU) 596/2014 (16 April 2014).
Legal Entity Identifier (LEI): 222100WPZ89Z7MJRFX19.
Dash Living Collaborates With Ovolo Hotels To Launch Two New Generation of Serviced Rental Solutions In Hong Kong
HONG KONG SAR – Media OutReach – 8 March 2021 – Dash Living, Asia’s pre-eminent serviced living community in Hong Kong and Singapore, today announced the launch of two major new Hong Kong projects in Aberdeen and Sheung Wan in collaboration with designer hotel group Ovolo. The two additions to the portfolio demonstrate how Dash Living is developing new multi-property partnerships in the region and how Ovolo Group is adapting to new market conditions.
A total of 135 rooms and suites that form part of a new generation of serviced rental solutions for hyper-mobile millennials will be available for booking. The Aberdeen by Dash Living, soon-to-be converted from Mojo Nomad By Ovolo, offers 79 rooms ranging from studios to executive suites. The 56-room The Sheung Wan By Ovolo, only remaining under Ovolo’s management for stays under 7 days, will offer units from studio, one bedroom, to family room options.
Dash Living, founded by serial entrepreneur Aaron Lee in 2014, has now grown to manage and operate over 1,300 units across serviced apartments, co-living homes and hotel rooms across Asia. It has more than 250,000 square feet under its management. As one of the leading regional hospitality groups, it provides more flexibility and a better living experience to people living in or visiting expensive cities in the region, including Hong Kong and Singapore, and more to come.
The Ovolo Group was founded by entrepreneur Girish Jhunjhnuwala and first entered the real estate market in 2002; then further expanded into the hotel industry in 2010. Ovolo Hotels quickly became one of Hong Kong and Australia’s most dynamic independent owner operated hospitality firms by providing guests with the best in effortless living across hotels and food and beverage outlets. It owns and operates twelve hotels across Hong Kong, Australia and Bali.
“These two new properties are in superb locations in Hong Kong and means Dash Living is now providing its unique solutions with an even wider coverage in the city,” said Aaron Lee, founder of Dash Living. “We are now in eight locations in Hong Kong, creating an accommodation community with tech, co-working, lifestyle and other benefits.”
Dash Living offers a collection of apartments, co-living homes and hotel rooms across prime areas of Hong Kong, including Causeway Bay, Wan Chai, Central, Tsim Sha Tsui, Jordan and Mongkok. With this collaboration, that list can now be updated to include Aberdeen and Sheung Wan. Dash also has numerous units in multiple prime locations across Singapore.
The Aberdeen by Dash Living will include communal areas spanning across three floors including a lounge, a living area, a movie-viewing space, a common kitchen, a laundry, a gym and an entertainment terrace perfect for barbecues. The management will be similar to that for a hotel, but for co-living long stays. The Sheung Wan by Ovolo includes a gym and laundry room for residents as well as a thriving authentic Mexican restaurant, Te Quiero Mucho.
“Partnering with Dash living was a no-brainer, it’s great to work alongside another great entrepreneur who pioneers effortless rental living solutions in the Hong Kong region. Our aim is to work closely with Dash Living to ensure all touchpoint of the guests experience is harmonious and too attractive to think about going anywhere else.”, said Girish Jhunjhnuwala, Founder and CEO of Ovolo Hotels, CEO of Ovolo.
Tenants in Aberdeen and Sheung Wan can enjoy an exciting variety of lifestyle benefits, or “perks”. For example, Dash Living provides free access to a variety of co-working spaces, free professional fitness center membership, a multitude of wellness, dining and shopping options with discounts, and more. As well, Dash Living offers regular tenant events to bring the “serviced living community” to life, including collaborations with local partners for activities such as yoga, bakery and fitness.
Customers can reserve long stay rooms and suites at The Aberdeen by Dash Living and The Sheung Wan by Ovolo via the Dash Living website, while also enjoying a host of value-added benefits as a Dash member.
About Dash Living
Dash Living is Asia’s new generation of rental solution in Hong Kong & Singapore for urban professionals. Venture capital backed by MindWorks Ventures, and founded by serial entrepreneur Aaron Lee, Dash Living’s mission is to create a global accommodation community through sharing economies, tech, and AI, empowering today’s hyper-mobile, tech-savvy millennials to live in the most expensive cities in the world.
Website: www.dash.co
About Ovolo Group
The Ovolo Group was founded by entrepreneur Girish Jhunjhnuwala and first entered the real estate market in 2002; then further expanded into the hotel industry in 2010. Ovolo Hotels quickly became one of Hong Kong and Australia’s most dynamic independent owner operated hospitality firms by providing guests with the best in effortless living across hotels and food and beverage outlets.
The Ovolo Group is a collection of contemporary hotels that keep you connected to the little luxuries you love, all effortlessly included. The company prides itself on being in touch with the modern traveller through award-winning interior designs, detail-driven comforts, complimentary value-added services like the mini bar and breakfast, with cutting-edge technology. Ovolo Hotels have been acknowledged for Hotel and Accommodation Excellence, receiving the accolade “Hotel Brand of the Year”, at the 2019 and 2020 HM Awards.
A proud Hong Kong brand, Ovolo Group remains a family-owned and privately-operated business operating four hotels and three restaurants in Hong Kong, and seven hotels and five restaurants across Australia in Sydney, Melbourne, Canberra and Brisbane. A new hotel is being developed in Melbourne, Australia, Ovolo South Yarra.
Ovolo also has the By Ovolo Collective within its portfolio of hotels, a distinctive collection of four hotels each one unique, each one special, the more guests explore, the more they’ll find. These include Nishi Apartments in Canberra Australia, Mojo Nomad Aberdeen Harbour in Hong Kong, The Sheung Wan Hong Kong, and Mamaka Kuta Beach Bali Indonesia launching Q1 2021.
Website: www.ovolohotels.com
Vetter establishes office in China to better serve the needs of its growing customer base worldwide
Additional company office in the Asia Pacific region will showcase Vetter’s expertise and help build and strengthen its business network in China
- New office underscores importance of Chinese market
- Physical presence promotes development of new business in China
- Comprehensive service portfolio supports domestic companies in accessing the global market place
SHANGHAI, CHINA AND RAVENSBURG, GERMANY – Media OutReach – 8 March 2021 – Vetter, one of the global leaders in prefilled drug-delivery systems, today announced the opening of a new business entity in Shanghai, China. The new office, now its fourth in the Asia Pacific (APAC) region, will help increase the visibility of Vetter’s presence in China and underlines its importance as an important strategic market to Vetter. Thus, the office will support customer relations and aid in the development of new business. As the second largest pharmaceutical market and one of the largest in sales growth rate worldwide, China offers a promising injectable pipeline and allows the Contract Development and Manufacturing Organization (CDMO) to offer support to domestic companies that plan on bringing their molecules to the global market. As a strategic partner, Vetter supports its worldwide customer base through every phase of their injectable drug product’s lifecycle, from early development activities to commercial supply up to lifecycle initiatives.
Vetter’s new office underscores the importance of the Chinese market for the pharmaceutical service provider. Oskar Gold, Chervee Ho, and Jason Zhong (from left to right) act as key contacts.
Source: Vetter Pharma International GmbH
“We are convinced that our continued investment in the Asia Pacific region will significantly contribute to our future global growth,” explained Vetter Managing Director Peter Soelkner. “With an increased share of Asian firms among the Top 50 Pharma companies worldwide over the last several years, our mission is to service the needs of our global customer base, of course including Asia, in the best-possible way.” Oskar Gold, Vetter’s Senior Vice President for Asia Pacific/Emerging Global Markets outlined the initiative: “Our presence in China demonstrates our dedication in one of the most important markets of the APAC region and will help to increase the awareness of Vetter’s services by presenting our expertise and market position onsite.” The office is staffed by Mr. Jason Zhong, who assumes the position of Business Development Manager China. As the first member of the new team in China,
Mr. Zhong will lead Vetter’s business activities reporting to Ms. Chervee Ho, who is Vetter’s Director Key Account Management Asia Pacific, based in Singapore.
The new office, located in Puxi, Shanghai, is strategically positioned on Nanjing Road West in the heart of the city’s Central Business District. Its creation follows Vetter’s business development activities in its APAC regional office in Singapore, as well as in its sales offices in Japan and South Korea, further strengthening its footprint in the Asia Pacific region.
Find the Vetter press kit and more background information here.
About Vetter
Headquartered in Ravensburg, Germany, Vetter is a family-owned, global leading contract development and manufacturing organization (CDMO) with production facilities in Germany, Austria and the United States. Currently employing 5,500 individuals worldwide, the company has long-term experience in supporting biotechnology and pharmaceutical customers both large and small. Vetter services range from early stage development support including clinical manufacturing, to commercial supply and numerous packaging solutions for vials, syringes and cartridges. As a leading solution provider, Vetter appreciates its responsibility to support the needs of its customers by developing devices that contribute to increased patient safety, convenience, and enhanced compliance. Great importance is also given to social responsibility including environmental protection and sustainability. Learn more about Vetter at www.vetter-pharma.com.
