Hutchison Whampoa International Limited Announces Expiration and Final Results of

Published October 27th, 2009 - 11:51 GMT

5.45% Guaranteed Notes due 2010 issued by Hutchison Whampoa International (03/33) Limited (the "2010 Notes") (144A - CUSIP
44841SAA7; ISIN US44841SAA78; Common Code 018123967) (Regulation S - CUSIP
G4672CAA3; ISIN USG4672CAA39; Common Code 018124238) and 7.00% Guaranteed Notes due
2011 issued by Hutchison Whampoa International (01/11) Limited (the "2011 Notes")
(144A - CUSIP 44841HAC7; ISIN US44841HAC79; Common Code 012487975) (Regulation S -
CUSIP G4671XAC4; ISIN USG4671XAC41; Common Code 012488068) (Restricted Individual
Note - CUSIP 44841HAE3; ISIN US44841HAE36; Common Code 012515472), for its 4.625%
Guaranteed Notes due 2015, each series of notes unconditionally and irrevocably
guaranteed by Hutchison Whampoa Limited.

Hutchison Whampoa International (03/33) Limited ("HWI (03/33)"), an exempted company
with limited liability under the laws of the Cayman Islands and a wholly-owned
subsidiary of Hutchison Whampoa Limited (the "Company"), and Hutchison Whampoa
International (01/11) Limited ("HWI (01/11)"), a BVI business company with limited
liability under the laws of the British Virgin Islands and a wholly-owned subsidiary
of the Company, hereby announce the expiration and final results of a previously
announced offer by Hutchison Whampoa International (09/16) Limited, an exempted
company with limited liability under the laws of the Cayman Islands and a
wholly-owned subsidiary of the Company (the "Issuer") to holders of the notes listed
in the table below (collectively, the "Existing Notes," and each a "Series" of
Existing Notes) to exchange the Existing Notes into the Issuer's 4.625% Guaranteed
Notes due 2015 (the "New Notes") upon the terms and conditions described in the
Offering Memorandum dated September 24, 2009 (the "Offering Memorandum") and the
accompanying Letter of Transmittal dated September 24, 2009.  The exchange offer
expired at 12:00 midnight New York City time on October 23, 2009. Morgan Stanley is
the Dealer Manager of the exchange offer.

                                  Principal
  Title of                         Amount             Maturity
  Security           Issuer      Outstanding(1)         Dates

  5.45% Guaranteed  Hutchison    US$1,500,000,000   November 24, 2010
   Notes due 2010    Whampoa
                   International
                  (03/33) Limited

  7.00% Guaranteed  Hutchison    US$1,500,000,000   February 16, 2011
   Notes due 2011    Whampoa
                   International
                  (01/11) Limited

                                     Aggregate
                                     Principal
                     Aggregate       Amount of
                     Principal       New Notes           Total
                       Amount          to be             Cash
  Title of           Accepted for    Issued in       Consideration(2)
  Security            Exchange        Exchange

  5.45% Guaranteed  US$122,308,000  US$122,308,000    US$7,177,125.84
   Notes due 2010

  7.00% Guaranteed  US$67,022,000   US$67,022,000     US$5,027,754.74
   Notes due 2011

  (1)The Company and its affiliates hold in the aggregate US$310,523,000
     principal amount of the 2010 Notes, and US$264,410,000 principal
     amount of the 2011 Notes.
  (2)Determined pursuant to the terms and conditions set forth in the
     Offering Memorandum.

 


The Issuer has accepted for exchange all of the Existing Notes validly tendered (and
not withdrawn) in the exchange offer.  The aggregate principal amount of the 2010
Notes validly tendered (and not withdrawn) pursuant to the exchange offer was
US$122,308,000 and the aggregate principal amount of the 2011 Notes validly tendered
(and not withdrawn) pursuant to the exchange offer was US$67,022,000. The aggregate
principal amount of the New Notes to be issued in connection with the exchange offer
will be US$189,330,000 and the total cash consideration paid in connection with the
exchange offer will be US$12,204,880.58.

The New Notes will mature on September 11, 2015 and bear interest at 4.625% per
annum from and including September 11, 2009, payable semi-annually in arrears on
March 11 and September 11 of each year (commencing March 11, 2010). The New Notes
will be unconditionally and irrevocably guaranteed by the Company. The issuance of
New Notes pursuant to the exchange offer will be a further issuance of the Issuer's
4.625%  Guaranteed Notes due 2015. The New Notes will be consolidated and will form
a single series with the Issuer's outstanding US$2,000,000,000 principal amount of
the 4.625% Guaranteed Notes due 2015 that were originally issued on September 11,
2009, except that the New Notes sold outside of the United States pursuant to
Regulation S of the U.S. Securities Act of 1933, as amended (the "Securities Act")
will be subject to certain resale restrictions in the United States during the 40
day period after the later of the commencement of offering and the settlement date
of the exchange offer. Application will be made to the Singapore Exchange Securities
Trading Limited ("SGX-ST") for permission to deal in and the listing of the New
Notes.  The SGX-ST takes no responsibility for the correctness of any statement
made, opinion expressed or reports contained herein.  Admission to the Official List
of the SGX-ST and quotation of the New Notes on the SGX-ST is not to be taken as an
indication on the merits of the Issuer, the Company or the New Notes. The listing of
the New Notes remains subject to the approval of the SGX-ST.

The settlement date for the New Notes (the "Settlement Date") is expected to be
October 28, 2009.  All cash payments in connection with the exchange offer will also
be payable on such date.

Any Existing Notes accepted for exchange by the Issuer in the exchange offer will
not be cancelled.  The Issuer has no current plans to transfer any Existing Notes
accepted for exchange but may decide to do so in the future, including, if
appropriate at the time, a transfer to the respective issuers which may or may not
after such transfer decide to cancel such Existing Notes.

Persons with questions regarding the exchange offer should contact Thomas O'Connor
at Morgan Stanley in New York at (800) 624-1808 (toll free) or (212) 761-5384
(collect).  In Hong Kong, questions may be directed to Meng Gao at +852 2848 5961.

The New Notes have not been, and will not be, registered under the Securities Act or
the securities laws of any other jurisdiction. Unless they are registered, the New
Notes may be offered only in transactions that are exempt from registration under
the Securities Act or the securities laws of any other jurisdiction.

This announcement is neither an offer to purchase nor a solicitation of an offer to
sell or exchange the Existing Notes or the New Notes. Neither this announcement nor
the Offering Memorandum and accompanying Letter of Transmittal constitutes an offer
to purchase in any jurisdiction in which, or to or from any person to or from whom,
it is unlawful to make such offer under applicable securities laws and tenders of
Existing Notes pursuant to the exchange offer will not be accepted from Holders
thereof in any jurisdiction where such invitation or tender is unlawful.


 


© 2000 - 2019 Al Bawaba (www.albawaba.com)

You may also like