Road King Infrastructure (RKI) locks in 27.7% creditor support and unveils two-step US$2.29 billion offshore debt overhaul

Bulletin Express
May 27

Road King Infrastructure Limited (RKI) and its wholly owned subsidiary New Select Global Limited executed a Restructuring Support Agreement (RSA) on 27 May 2026, marking “significant progress” in the group’s offshore debt workout.

Key milestones • Initial Consenting Creditors—including an ad-hoc group of institutional investors—now control 27.7% of the outstanding principal of RKI’s USD-denominated senior notes and perpetual securities. • The RSA covers all material offshore liabilities, namely the existing notes, perpetual securities and a syndicated loan (together, “Existing Debt”). • Implementation will rely on two inter-conditional schemes of arrangement, targeted for completion within 2026 and subject to court sanction and regulatory clearance.

1. RKI Restructuring Scope: Existing notes, perpetual securities and loan claims (the “RKI Scheme Debt”). Options for creditors: 1) Cash Tender – up to US$500.00 million of claims can be cashed out at 10 cents on the dollar. 2) Debt-and-Equity Swap – capped at US$1.91 billion of claims, split into: • US$250.00 million of new 3.0% Cash Sweep Real Estate Bonds (maturity: 31 Dec 2032) equal to 13.1% of exchanged claims; • Conversion of up to US$655.00 million (34.4% of exchanged claims) into RKI shares at HK$5.60 each; • Automatic cancellation of the remaining 52.5% of exchanged claims.

Cash-sweep mechanics: Proceeds from designated real-estate and other offshore assets must flow into a secured account and be used, in priority, for bond service and early redemptions. Mandatory principal reductions equal 10% after 48 months and 30% after 60 months, with full redemption by month 72.

Governance safeguard: A shareholding stabilisation plan will allocate 17.72% of new shares to controlling shareholder Wai Kee Holdings, ensuring Wai Kee retains at least a 30% stake post-restructuring.

Incentives: • Early-bird RSA fee: 0.20% of eligible debt for accessions by 26 Jun 2026. • General RSA fee: 0.10% for accessions up to 11 Jul 2026.

2. New Select Restructuring Consideration: Creditors will receive zero-coupon Secured Liquidating SPV Toll Road Bonds equal to their claims (aggregate principal US$2.29 billion). • The SPV will own 70% of Road King Expressway International (RKE), which holds four Indonesian toll-road assets; New Select retains 5%. • Bonds mature 31 Dec 2026 and automatically extend in 12-month increments unless 25% of holders opt out. • Sale or dividend proceeds from RKE will fund pro-rata bond redemptions after operating expenses and a performance fee to RKI (15–20% of excess value). Half of any performance fee will be swept to service the new RKI bonds. • Security: pledges over the SPV’s RKE stake and dedicated collection accounts. Bondholders have no recourse to RKI or other group entities.

Timeline and termination The schemes must become effective by 31 Dec 2026 (long-stop date). Failure to secure court sanction, creditor approval or fulfillment of other conditions can trigger automatic RSA termination.

Next steps RKI urges all remaining holders of the Existing Debt to accede to the RSA promptly to secure fee entitlements and streamline court processes. Detailed terms, accession documents and ongoing updates are available through Sodali & Co. Ltd., the appointed information agent.

Disclaimer: Investing carries risk. This is not financial advice. The above content should not be regarded as an offer, recommendation, or solicitation on acquiring or disposing of any financial products, any associated discussions, comments, or posts by author or other users should not be considered as such either. It is solely for general information purpose only, which does not consider your own investment objectives, financial situations or needs. TTM assumes no responsibility or warranty for the accuracy and completeness of the information, investors should do their own research and may seek professional advice before investing.

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