2025.08.14
On August 5, 2025, ZTE Corporation (ZTE, stock codes: A/H, 000063/763) announced the completion of its issuance of RMB 3.584 billion zero-coupon H-share convertible bonds, denominated in RMB with USD settlement and maturing in 2030 (hereinafter referred to as the Project). The Project had the following characteristics: (1) It was the first and currently the only existing convertible bond transaction in the global market since June 2021 denominated in RMB and featuring a USD settlement structure; (2) It was the largest convertible bond transaction in the Hong Kong stock TMT sector in 2025; and (3) It was ZTE’s largest overseas refinancing transaction since its listing on the Hong Kong stock exchange in 2004. This transaction was enthusiastically sought after by investors, achieving multiple times oversubscription, with a final conversion premium rate of 22%.
As a world leading provider in integrated information and communication technology solutions, ZTE holds a significant position in the global telecommunications equipment market. It has strong technological capabilities and extensive market influence and leads the domestic telecommunications industry. Committed to an ethos of 'Connecting the World with Data, Empowering the Future with Intelligence, Creating an Excellent Growth Platform for Employees, and Generating Higher Value for Clients, Shareholders, and All Stakeholders in Society', ZTE strives to realize a future where communication and trust are ubiquitous.
JunHe has maintained a close partnership with ZTE for over two decades. This Project marks another milestone in JunHe's provision of comprehensive, efficient, and high-quality legal services to ZTE, following its 2020 private issuance of A-shares (which was selected by the 14th New Fortune Best Investment Bank as Best Refinancing Project), the 2021 share issuance for asset acquisition (which was selected by the China Association for Public Companies as a Top Ten Classic Case of Capital Market M&A and Restructuring), and the issuance of super short-term commercial papers, medium-term notes and science and technology innovation bills, among other large-scale capital market projects.
JunHe served as ZTE's domestic legal counsel for this Project, fully participating in key aspects such as the review and registration of the medium- and long-term external debt by the National Development and Reform Commission, the demonstration of the bond issuance plan, legal due diligence, the issuance of legal opinions, the preparation of issuance documents, and the overseas issuance filing with the China Securities Regulatory Commission. Leveraging our profound legal expertise and in-depth understanding of ZTE's business needs, JunHe's project team offered comprehensive, meticulous, and practical legal advice and solutions to ZTE throughout the project. During the project's execution, JunHe actively engaged in efficient communication and close cooperation with ZTE and other intermediary institutions, fully demonstrating the collaborative spirit of our professional team. JunHe's meticulous legal service once again earned high trust and unanimous recognition from ZTE and other intermediary institutions.
The lead partners and handling partners for this Project were Mr. ZHANG, Jianwei, Mr.LIU, Yongzhao, Mr.WEI, Wei, and Mr.HUANG, Wei. Ms. CHEN, Yan was the reviewing partner.