Davis Polk – Poly Real Estate $500 Million Notes Offering

Davis Polk advised Poly Real Estate Finance Ltd, a wholly owned subsidiary of Poly Real Estate Group Co., Ltd. (Poly Real Estate), in connection with its Regulation S offering of US$500 million 4.5% guaranteed bonds due 2018. The bonds were guaranteed by Poly Real Estate’s wholly owned subsidiary Hengli (Hong Kong) Real Estate Limited. The bonds were supported by a keepwell deed and an equity purchase undertaking from Poly Real Estate, and a keepwell deed from China Poly Group Corporation, the parent company of Poly Real Estate.

The bonds were assigned a rating of “BBB-“ by S&P, a rating of “Baa3” by Moody’s, and a rating of “BBB+” by Fitch. In addition, Poly Real Estate has a long-term corporate credit rating of “BBB+” by S&P, a corporate family rating of “Baa2” by Moody’s and a long-term foreign currency issuer default rating and senior unsecured rating of “BBB+” by Fitch.

Poly Real Estate is a leading property developer in China and the largest state-owned real estate company in China. Its ordinary shares are listed on the Shanghai Stock Exchange.

The Davis Polk corporate team included partners Paul Chow and Eugene C. Gregor, associates Liang (Alex) Tao, Peter Cheng, Han (Annie) Shen and trainee solicitors George Yu and Cheryl Wong. Associate Margie Chan provided credit advice. Partner John D. Paton and associate Rhiannon Nakano provided tax advice. Members of the Davis Polk team are based in the Hong Kong and London offices.

Poly Real Estate was advised by Maples and Calder as to BVI law and DeHeng Law Offices as to PRC law.

The Hongkong and Shanghai Banking Corporation Limited and CITIC Securities Corporate Finance (HK) Limited were the joint global coordinators, and, together with Credit Suisse Securities (Europe) Limited, Deutsche Bank AG, Singapore Branch, ICBC International Capital Limited, ICBC International Securities Limited, The Royal Bank of Scotland PLC and UBS AG, Hong Kong Branch, the joint bookrunners and joint lead managers. They were advised by Linklaters as to Hong Kong law and Jingtian & Gongcheng as to PRC law.

www.davispolk.com


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