In December 2021, JunHe assisted Wuxi Construction and Development Investment Co., Ltd. (“Wuxi C&D) to successfully issue green USD bonds and list simultaneously in Hong Kong, Macau and Luxembourg. JunHe acted as the issuer's PRC law and international law counsel and listing agent.
The bond issuance was structured as an unconditionally guaranteed issue by Wuxi C&D. It followed Reg S and was a senior unsecured, fixed rate bond with an issue size of USD 300 million, an interest rate of 1.95%, a 3-year term and a green bond with a debt rating of BBB+ (Fitch). The bond was subscribed at a peak multiple of over five times.
The bonds were listed on the Stock Exchange of Hong Kong ("HKEx") on 15 December 2021. At the same time, the bonds were successfully listed jointly on the Australian Stock Exchange (ASX) and the Luxembourg Stock Exchange (LSE) through the one-stop service of the China (Macau) Financial Assets Trading Company Limited ("SJX").
The bond issue has the following features:
1. The interest rate of the bond is the lowest ever market-based issue rate among prefecture-level municipal enterprises nationwide.
2. Wuxi C&D became the first local state-owned enterprise in China to issue such bonds, completing a milestone innovation in overseas green finance products.
3. This is another representative project in which our inbound and outbound offices jointly provided "one-stop" legal services to our clients. The close cooperation between our inbound and outbound offices improves communication efficiency and saves time and costs for our clients.
Established in August 2005, Wuxi C&D is a wholly state-owned company directly under the State-owned Assets Supervision and Administration Commission of Wuxi City. After years of development, Wuxi C&D has grown its asset scale and expanded its business scope, and its business scope now involves infrastructure investment and financing, resource operation and management, engineering management, project development, foreign investment, finance and other aspects, and has become the largest and most comprehensive urban infrastructure investment and operator in Wuxi. The company has an excellent credit rating of AAA for the domestic main body and BBB+ for the international main body and is currently the highest internationally rated urban investment enterprise among prefecture-level cities in China.
The JunHe team acted as the issuer's PRC law counsel, UK law counsel and listing agent for this project. The Chinese law team conducted legal due diligence on Wuxi C&D and its domestic subsidiaries, issued Chinese legal opinions, reviewed and revised the transaction documents, and provided full legal services on the Chinese legal issues involved in the project; the English law team drafted the offering circular for the project, participated in the negotiation and revision of the transaction documents, arranged the settlement, and provided full legal services on the English legal issues involved in the project. The English law team drafted the offering circular, participated in the negotiation and amendment of the transaction documents, arranged the settlement and provided full legal services on the English legal issues involved in the project. As the listing agent for the bonds, the JunHe team advised the issuer on the listing of the bonds on the HKSE and the simultaneous listing on the ASX and LSE.
The lead partner of the Chinese law team for this project was Mr. YU, Yongqiang (YY) and the lead partner of the English law team was Mr. Chris Tang.