Road King Infrastructure Limited (RKI) and five wholly owned BVI issuing vehicles—RKPF Overseas 2019 (A), RKPF Overseas 2020 (A), RKP Overseas Finance 2016 (A), RKI Overseas Finance 2017 (A) and RKPF Overseas 2019 (E)—have launched parallel consent solicitations to holders of eight outstanding series of U.S.-dollar bonds and perpetual capital securities.
Purpose and Restructuring Context • The consent solicitations form an integral part of RKI’s comprehensive offshore debt restructuring, which will be executed through two inter-conditional Hong Kong schemes of arrangement covering “material offshore indebtedness.” • Key objective: amend each targeted instrument’s governing law from English law to Hong Kong law, enabling their inclusion in the schemes. • RKI and its subsidiary New Select Global signed a restructuring support agreement (RSA) with a “significant proportion” of offshore creditors on 27 May 2026.
Securities in Scope 1. 6.70% Guaranteed Senior Notes due March 2028 (XS2057076387) 2. 5.90% Guaranteed Senior Notes due September 2028 (XS2127855711) 3. 6.00% Guaranteed Senior Notes due March 2029 (XS2223762209) 4. 5.20% Guaranteed Senior Notes due July 2029 (XS2281039771) 5. 5.125% Guaranteed Senior Notes due January 2030 (XS2356173406) 6. 7.95% Senior Guaranteed Perpetual Capital Securities (XS1567389728) 7. 7.00% Senior Guaranteed Perpetual Capital Securities (XS1635996603) 8. 7.75% Senior Guaranteed Perpetual Capital Securities (XS2079096884)
Key Dates • Launch of consent solicitations: 7 September 2026 • Voting deadline: 4:00 p.m. (London time), 25 September 2026 • Noteholder meetings: from 10:00 a.m. (Hong Kong time), 29 September 2026 • Expected effective date for amendments: on or around 29 September 2026 • Longstop date for any extensions: 31 December 2026
Voting Mechanics and Conditions • Extraordinary Resolutions require statutory quorums and majorities, satisfied solely by eligible holders (non-U.S. or U.S. institutional accredited investors). • All eight series are inter-conditional: every resolution must pass for any amendment to become effective. • Holders that have acceded to the RSA must vote all of their holdings in favour of the amendments to qualify for RSA fees; no separate consent fee is offered under the solicitations. • Instructions, once submitted, are generally irrevocable. Issuers may extend, amend, re-open or terminate solicitations before the voting deadline, subject to trust deed provisions.
Administration Sodali & Co Limited acts as Information and Tabulation Agent. Documentation—including the Consent Solicitation Memorandum and draft amendment deeds—is available via the dedicated consent website (https://projects.sodali.com/roadkingConsent) subject to registration.
Strategic Implications Changing the governing law is a prerequisite to fold the English-law instruments into the forthcoming Hong Kong schemes, a step RKI views as critical to implementing its broader offshore debt restructuring. All future and existing holders of the affected securities will be bound by the amended terms once the resolutions become effective.