Clifford Chance advises Citi and UBS on Indonesian high-yield transaction

August 26, 2009 Clifford Chance has advised Citi and UBS on an exchange offer, consent fee offer and new money issuance by Matahari International B.V., a special purpose finance subsidiary of PT Matahari Putra Prima Tbk, one of Indonesia's largest retail operators.

"This transaction marks the welcome reopening of the high-yield debt market in Indonesia, being the first time since the beginning of the global financial crisis that such debt has been issued," said Clifford Chance partner Crawford Brickley, who led the team advising the banks on the deal.

Holders of existing US$150,000,000 9.5% Senior Notes due 2009, guaranteed by PT Matahari Putra Prima Tbk, received an offer to exchange their existing notes for new 10.75% Senior Notes due 2012, issued by Matahari International B.V. and guaranteed by PT Matahari Putra Prima Tbk. Concurrently, Matahari International B.V. also made a consent fee offer as an incentive to holders of existing notes to vote in favour of certain proposed amendments to the terms and conditions and trust deed of the existing notes.

In addition to the new notes issued in exchange for the existing notes, a portion of new notes was placed to new money investors. An aggregate of US$200,000,000 of new notes were issued pursuant to the exchange offer and the new money issuance. The transaction was completed on 7 August 2009.

In Singapore, the team advising Citi and UBS was led by partner Crawford Brickley, assisted by partner Joan Janssen, senior associates Johannes Juette and Deborah Ong, and associates Dorothy Dizon, Colin Dunlop and Ed Pearson.

In separate appointments, Hong Kong consultant Tony Oakes and senior associate Angela Chan advised Citibank, N.A., London Branch as tabulation and exchange agent for the deal. In Tokyo, counsel Leng-Fong Lai, senior associate Jane Son and associate Clara Tse advised DB Trustees (Hong Kong) Limited as trustee for the new notes.

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