Blogging about international bankruptcies and restructurings
Sunday, September 10, 2023
Evergrande bankruptcy update: Per a filing in the Evergrande chapter 15 bankruptcy proceedings in New York, the recognition hearing (the key hearing in Evergrande's U.S. bankruptcy proceedings) has been pushed back from September 20, 2023 to October 25, 2023.
See below, extracted from the Notice of Adjournment filed on September 8, 2023 as Docket Number 17 in Evergrande's chapter 15 bankruptcy proceedings. https://cases.ra.kroll.com/evergrande/Home-DocketInfo
Evergrande's chapter 15 bankruptcy proceedings are pending as case 23-11332 before the U.S. Bankruptcy Court for the Southern District of New York. Here is a link to the bankruptcy case administration site, where more information about Evergrande's chapter 15 bankruptcy proceedings is available. https://cases.ra.kroll.com/evergrande/Home-Index
The information below is from Docket #17, filed this past Friday, September 8, 2023.
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SIDLEY AUSTIN LLP
Anthony Grossi
Ameneh Bordi
Juliana Hoffman* (admitted pro hac vice)
787 Seventh Avenue
New York, New York 10019
Telephone: (212) 839-5300
Facsimile: (212) 839-5599
Email: agrossi@sidley.com
abordi@sidley.com
jhoffman@sidley.com
Counsel to the Foreign Representatives
UNITED STATES BANKRUPTCY COURT
SOUTHERN DISTRICT OF NEW YORK
In re:
China Evergrande Group, et al.,1
Debtors in Foreign Proceedings.
Chapter 15
Case No. 23-11332 (MEW)
(Jointly Administered)
NOTICE OF ADJOURNMENT OF HEARING
PLEASE TAKE NOTICE that the hearing (the “Hearing”) on the Motion for (I) Recognition of Foreign Main Proceedings, (II) Recognition of Foreign Representatives, and (III) Related Relief Under Chapter 15 of the Bankruptcy Code [Docket No. 5] (the “Motion”)2 filed by the authorized foreign representatives (the “Foreign Representatives”) on behalf of the respective Debtors in the above-captioned cases (these “Chapter 15 Cases”) and scheduled to take place on September 20, 2023, before the Honorable Michael E. Wiles of the United States Bankruptcy Court for the Southern District of New York, has been adjourned to October 25, 2023 at 11:00 a.m. (prevailing Eastern Time), to align with the timetable of the Foreign Proceedings, including the adjourned Scheme Meetings and Sanction Hearings (each as defined in the Motion), for the reasons set forth in Evergrande’s announcements attached hereto as Exhibit A. The Debtors and the Foreign Representatives consider that notwithstanding the adjournments, in light of the existing longstop date of December 15, 2023, the timetable of the proposed Restructuring remains in line with the Scheme Creditors’ expectations for implementation of the proposed Restructuring (each as defined in the Motion).
PLEASE TAKE FURTHER NOTICE that parties wishing to appear at the Hearing, whether in a “live” or “listen only” capacity, must make an electronic appearance through the “eCourtAppearances” tab on the Court’s website no later than 4:00 p.m. (prevailing Eastern Time) the business day before the Hearing (the “Appearance Deadline”) and not by emailing or otherwise contacting the Court. Following the Appearance Deadline, the Court will circulate by email the Hearing’s Zoom link to those parties who have made an electronic appearance. Additional information regarding the Court’s Zoom and hearing procedures can be found on the Court’s website.
PLEASE TAKE FURTHER NOTICE that the Hearing may be further adjourned from time to time without further notice other than an announcement in open court or a notice of adjournment filed with the Court.
PLEASE TAKE FURTHER NOTICE that general information regarding the Schemes, including important dates and announcements, can be found at Evergrande’s website:
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https://www.evergrande.com,3 and general information regarding these Chapter 15 Cases, including important dates and filings, can be found on the Debtors’ Chapter 15 Case website: https://cases.ra.kroll.com/evergrande.
Dated: September 8, 2023
New York, New York
SIDLEY AUSTIN LLP
/s/ Anthony Grossi
Anthony Grossi
Ameneh Bordi
Juliana Hoffman* (admitted pro hac vice)
787 Seventh Avenue
New York, New York 10019
Telephone: (212) 839-5300 Facsimile: (212) 839-5599
Email: agrossi@sidley.com abordi@sidley.com
jhoffman@sidley.com
Counsel to the Foreign Representatives
*Admitted only in Texas
3
Pg 4 of 10
Exhibit A
Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.
This announcement is not, and does not form any part of, an offer to buy or sell or the solicitation of an offer to buy or sell any securities in the United States or any other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, and may not be offered, sold or otherwise transferred within the United States absent registration or an exemption from registration. Any public offering of securities to be made in the United States will be made by means of a prospectus. Such prospectus will contain detailed information about the company making the offer, its management, as well as financial statements. The Company does not intend to make any public offering of securities in the United States.
中國恒大集團
(Incorporated in the Cayman Islands with limited liability)
(Stock Code: 3333)
UPDATE ON SCHEME MEETINGS
References are made to (i) the announcements of China Evergrande Group (the ‘‘Company’’) dated 20 March 2023, 22 March 2023, 3 April 2023 and 27 April 2023 in relation to, among other things, the Proposed Restructuring; and (ii) the announcements of the Company dated 17 July 2023, 26 July 2023, 31 July 2023 and 16 August 2023 in relation to, among other things, the convening hearings, notices of scheme meetings and notices of adjournment of scheme meetings in respect of the Schemes. Unless otherwise defined herein, terms used herein shall have the same meanings as used in the aforesaid announcements.
Considering that: (i) the Company and the Information Agent have continued to receive multiple enquiries from the CEG Scheme Creditors in respect of the Proposed Restructuring, and that in a restructuring of this scale and complexity, it is crucial that all CEG Scheme Creditors understand the process of the Proposed Restructuring and the terms of the CEG Schemes, so as to maximise creditor engagement and support informed-decision making in respect of the Proposed Restructuring; (ii) trading in the shares of the Company on the Stock Exchange has resumed with effect from 9:00 a.m. on 28 August 2023, which represents a relevant new development for the CEG Scheme Creditors to take into account when considering the Proposed Restructuring and the CEG Schemes; and (iii) there have been numerous media reports which have wholly mischaracterised the restructuring recognition process under Chapter 15 of the United States Code, which the Company had clarified in its announcement dated 18 August 2023 to be a normal procedure for any major scheme of arrangement involving New York law governed debts, and was in fact expressly contemplated in the Schemes, the Company has
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resolved to extend the time period for the CEG Scheme Creditors to consider, understand and evaluate the terms of the CEG Schemes, as well as to allow the CEG Scheme Creditors additional time to consider the recent developments of the Group (including the resumption of trading of shares of the Company and the proposed subscription by NWTN Inc. of new shares in China Evergrande New Energy Vehicle Group Limited, a subsidiary of the Company, as disclosed in the Company’s announcement dated 14 August 2023) and their implications for the CEG Scheme Creditors. As a result, the CEG Scheme Meetings will be adjourned for a period of 29 days.
To align the timetable of the CEG Schemes, the SJ Scheme and the TJ Scheme so far as possible, the SJ Scheme Meeting and the TJ Scheme Meeting will be adjourned for a period of 28 days.
The Company considers that notwithstanding the adjournment of the scheme meetings, in light of the existing longstop date of 15 December 2023, the timetable of the Proposed Restructuring remains in line with the scheme creditors’ expectations for implementation of the Proposed Restructuring.
A. NOTICES OF ADJOURNMENT OF THE CEG SCHEME MEETINGS
(a) Hong Kong CEG Scheme Meetings
The Hong Kong CEG Class A Scheme Meeting will be adjourned to 26 September 2023 at 8:00 p.m. (Hong Kong time), the equivalent time being 7:00 a.m. (Cayman Islands time).
The Hong Kong CEG Class C Scheme Meeting will be adjourned to 26 September 2023 at 9:30 p.m. (Hong Kong time), the equivalent time being 8:30 a.m. (Cayman Islands time) (or, if later, as soon as the Cayman Islands CEG Class A Scheme Meeting has concluded).
The notice of adjournment of the Hong Kong CEG Scheme Meetings is set out in Annex 1 to this announcement.
(b) Cayman Islands CEG Scheme Meetings
The Cayman Islands CEG Class A Scheme Meeting will be adjourned to 26 September 2023 at 8:45 p.m. (Hong Kong time), the equivalent time being 7:45 a.m. (Cayman Islands time) (or, if later, as soon as the Hong Kong CEG Class A Scheme Meeting has concluded).
The Cayman Islands CEG Class C Scheme Meeting will be adjourned to 26 September 2023 at 10:15 p.m. (Hong Kong time), the equivalent time being 9:15 a.m. (Cayman Islands time) (or, if later, as soon as the Hong Kong CEG Class C Scheme Meeting has concluded).
The notice of adjournment of the Cayman Islands CEG Scheme Meetings is set out in Annex 2 to this announcement.
B. NOTICE OF ADJOURNMENT OF THE SJ SCHEME MEETING
The SJ Scheme Meeting will be adjourned to 25 September 2023 at 9:00 a.m (British Virgin Islands time), the equivalent time being 9:00 p.m. (Hong Kong time).
2
The notice of adjournment of the SJ Scheme Meeting is set out in Annex 3 to this announcement.
C. NOTICE OF ADJOURNMENT OF THE TJ SCHEME MEETING
The TJ Scheme Meeting will be adjourned to 25 September 2023 at 8:00 p.m. (Hong Kong time).
The notice of adjournment of the TJ Scheme Meeting is set out in Annex 4 to this announcement.
D. REQUEST FOR INFORMATION
Documents and announcements related to the Schemes can be found on the Transaction Website: https://projects.morrowsodali.com/evergrande.
The Information Agent can be contacted using the below details:
Morrow Sodali Limited
Transaction Website: https://projects.morrowsodali.com/evergrande
Email: evergrande@investor.morrowsodali.com
Attention: Debt Services Team
Any requests for information can be directed to the Information Agent using the details above, or to the Company’s financial advisor:
Houlihan Lokey (China) Limited Email: Evergrande@HL.com or to the AHG’s financial advisor:
Moelis & Company
Email: Project_Evergrande_Ext@moelis.com
Holders of the Company’s securities and potential investors of the Company are reminded to exercise caution when dealing in the securities of the Company.
By order of the Board
China Evergrande Group
Hui Ka Yan
Chairman
Hong Kong, 28 August 2023
As at the date of this announcement, the executive directors are Mr. Hui Ka Yan, Mr. Siu Shawn, Mr. Shi Junping, Mr. Liu Zhen and Mr. Qian Cheng, the non-executive director is Mr. Liang Senlin, and the independent non-executive directors are Mr. Chau Shing Yim, David, Mr. He Qi and Ms. Xie Hongxi.
3
Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.
This announcement is not, and does not form any part of, an offer to buy or sell or the solicitation of an offer to buy or sell any securities in the United States or any other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. The securities referred to herein have not been and will not be registered under the U.S. Securities Act of 1933, and may not be offered, sold or otherwise transferred within the United States absent registration or an exemption from registration. Any public offering of securities to be made in the United States will be made by means of a prospectus. Such prospectus will contain detailed information about the company making the offer, its management, as well as financial statements. The Company does not intend to make any public offering of securities in the United States.
中國恒大集團
(Incorporated in the Cayman Islands with limited liability)
(Stock Code: 3333)
UPDATE ON SCHEME SANCTION HEARINGS
References are made to (i) the announcements of China Evergrande Group (the ‘‘Company’’) dated 20 March 2023, 22 March 2023, 3 April 2023 and 27 April 2023 in relation to, among other things, the Proposed Restructuring; and (ii) the announcements of the Company dated 17 July 2023, 26 July 2023, 31 July 2023, 16 August 2023 and 28 August 2023 in relation to, among other things, the convening hearings, notices of scheme meetings and notices of adjournment of scheme meetings in respect of the Schemes. Unless otherwise defined herein, terms used herein shall have the same meanings as used in the aforesaid announcements.
A. REVISED DATES OF SCHEME SANCTION HEARINGS
In light of the adjournment of the scheme meetings in respect of the Schemes as disclosed in the Company’s announcement dated 28 August 2023, the Company hereby announces the revised dates of the scheme sanction hearings in respect of the Schemes as follows:
1. the scheme sanction hearing in respect of the Hong Kong CEG Scheme has been re-listed to take place at 10:00 a.m. (Hong Kong time) on 16 and 17 October 2023, the equivalent time being 9:00 p.m. (Cayman Islands time) on 15 and 16 October 2023;
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2. the scheme sanction hearing in respect of the Cayman Islands CEG Scheme has been re-listed to take place at 10:00 a.m. (Cayman Islands time) on 5 October 2023, the equivalent time being 11:00 p.m. (Hong Kong time);
3. the scheme sanction hearing in respect of the SJ Scheme has been re-listed to take place at 10:00 a.m. (British Virgin Islands time) on 3 October 2023, the equivalent time being 10:00 p.m. (Hong Kong time); and
4. the scheme sanction hearing in respect of the TJ Scheme has been re-listed to take place at 10:00 a.m. (Hong Kong time) on 16 and 17 October 2023.
Any scheme creditor is entitled (but not obliged) to attend the sanction hearing of the relevant Scheme through legal counsel, to support or oppose the approval and sanction of such Scheme.
B. REQUEST FOR INFORMATION
Documents and announcements related to the Schemes can be found on the Transaction Website: https://projects.morrowsodali.com/evergrande.
Scheme creditors (other than blocked scheme creditors) requiring assistance should contact the Information Agent using the below details:
Morrow Sodali Limited
Transaction Website: https://projects.morrowsodali.com/evergrande
Email: evergrande@investor.morrowsodali.com
Attention: Debt Services Team
Any requests for information can be directed to the Information Agent using the details above, or to the Company’s financial advisor:
Houlihan Lokey (China) Limited Email: Evergrande@HL.com or to the AHG’s financial advisor:
Moelis & Company
Email: Project_Evergrande_Ext@moelis.com
Blocked scheme creditors requiring assistance should contact:
GLAS Specialist Services Limited
Email: lm@glas.agency
Attention: Liability Management Team
2
Holders of the Company’s securities and potential investors of the Company are reminded to exercise caution when dealing in the securities of the Company.
By order of the Board
China Evergrande Group
Hui Ka Yan
Chairman
Hong Kong, 8 September 2023
As at the date of this announcement, the executive directors are Mr. Hui Ka Yan, Mr. Siu Shawn, Mr. Shi Junping, Mr. Liu Zhen and Mr. Qian Cheng, the non-executive director is Mr. Liang Senlin, and the independent non-executive directors are Mr. Chau Shing Yim, David, Mr. He Qi and Ms. Xie Hongxi.
3
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1 The Debtors in these Chapter 15 Cases are (i) China Evergrande Group, incorporated in the Cayman Islands as an exempted company with limited liability with the registration number 170388, with its principal place of business located at 15th Floor, YF Life Centre, 38 Gloucester Road, Wanchai, Hong Kong; (ii) Tianji Holding Limited, incorporated in Hong Kong as a limited liability company with the registration number 1339269, with its principal place of business located at 17th Floor, One Island East, Taikoo Place, 18 Westlands Road, Quarry Bay, Hong Kong; and (iii) Scenery Journey Limited, incorporated in the British Virgin Islands (“BVI”) as a limited liability company with the company number 1970476, with its principal place of business located at 2nd Floor Water’s Edge Building, Wickham’s Cay II, Road Town, Tortola, BVI.
2 Capitalized terms used herein but not otherwise defined have the meaning ascribed to them in the Motion.
3 See https://www.evergrande.com/News/Industry for announcements regarding the adjourned Scheme Meetings.
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Evergrande bankruptcy update: Per a filing in the Evergrande chapter 15 bankruptcy proceedings in New York, the recognition hearing (the key hearing in Evergrande's U.S. bankruptcy proceedings) has been pushed back from September 20, 2023 to October 25, 2023.
See below, extracted from the Notice of Adjournment filed on September 8, 2023 as Docket Number 17 in Evergrande's chapter 15 bankruptcy...
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Here is a link to the publicly available hearing audio posted to the bankruptcy court docket: https://youtu.be/Vl9w_1rXFyE
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