Health and Happiness (H&H) International Holdings Limited
Indicative
Full Lot
Indicative price as of 13 Feb 2025, 12:00am
Bond Issuer
Health and Happiness (H&H) International Holdings Limited
Guarantor
-
Announcement Date
13 Jun 2023
Issue Date
26 Jun 2023
Maturity Date
26 Jun 2026
Years to Maturity / Next Call
- / -
Modified Duration
-
Issue / Reoffer Price
97.000
Issue / Reoffer Yield
14.774
Coupon Type
Fixed
Annual Coupon Rate
13.500
Coupon Frequency
Semi Annually
Seniority
Secured
Reference Rate
-
ISIN
XS2621755375
CUSIP
ZK9681089
Bond Currency
USD
Total Issue Size
320,200,000
Outstanding Issue Size
24,705,000
Min. Investment Quantity (Nominal)
USD 200,000
Incremental Quantity (Nominal)
USD 1,000
Bond Type
High Yield Corporate
Bond Sector
Consumer Staples
Bond Sub Sector
Food and Staples Retailing
Issuer Credit Rating (S&P/ Fitch)
***/ N.R
Bond Credit Rating (S&P/ Fitch)
***/ N.R
Shariah Compliant
No
Exchange Listed
HKEX
On or after 26 June 2025, the Company may on any one or more occasions redeem all or any part of the Notes, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest, if any, on the Notes redeemed, to (but not including) the applicable redemption date, if redeemed during the twelve-month period beginning on 26 June of the years indicated below (subject to the rights of holders of Notes on the relevant Record Date to receive interest on the relevant Interest Payment Date):
| Year | Redemption Price |
|---|---|
| 2025 and thereafter | 106.75% |
“Applicable Premium” means, with respect to a Note at any redemption date, the greater of (1) 1.00% of the principal amount of such Note and (2) the excess of (A) the present value at such redemption date of the redemption price of such Note at 26 June 2025 (such redemption price being described in the first paragraph in the “Optional Redemption” section exclusive of any accrued interest), plus all required remaining scheduled interest payments due on such Note (but excluding accrued and unpaid interest to the redemption date) through 26 June 2025, computed using a discount rate equal to the Adjusted Treasury Rate plus 100 basis points, over (B) the principal amount of such Note on such redemption date.
Not later than 30 days following a Change of Control Triggering Event, the Company will make an Offer to Purchase all outstanding Notes (a “Change of Control Offer”) at a purchase price equal to 101% of the principal amount thereof plus accrued and unpaid interest, if any, to (but not including) the Offer to Purchase Payment Date (as defined in clause (2) of the definition of “Offer to Purchase”).
“Change of Control” means the occurrence of one or more of the following events: (1) the merger, amalgamation or consolidation of the Company with or into another Person (other than one or more Permitted Holders) or the merger or amalgamation of another Person (other than one or more Permitted Holders) with or into the Company, or the direct or indirect sale of all or substantially all the consolidated assets of the Company to another Person (other than one or more Permitted Holders);
(2) any “person” or “group” (as such terms are used in Sections 13(d) and 14(d) of the Exchange Act) other than the Permitted Holders is or becomes the “beneficial owner” (as such term is used in Rule 13d-3 of the Exchange Act), directly or indirectly, of total voting power of the Voting Stock of the Company (i) equal to or greater than 30.0% or (ii) greater than such total voting power held beneficially by the Permitted Holders;
(3) individuals who on the Original Issue Date constituted the Board of Directors, together with any new directors whose election or nomination to the Board of Directors was approved by a vote of at least a majority of the directors then still in office who were either directors on the Original Issue Date or whose election or nomination was previously so approved, cease for any reason to constitute a majority of the Board of Directors then in office; or
(4) the adoption of a plan relating to the liquidation or dissolution of the Company.
“Change of Control Triggering Event” means the occurrence of a Change of Control.
