Grande Asset Hotels and Property Public Company Limited (GRAND) will electronically convene a bondholders’ meeting on 11 December 2025 for GRAND254A, GRAND257A, GRAND257B, GRAND259A, GRAND259B, GRAND25OB, GRAND25DA, GRAND263A, GRAND264A, GRAND267A and GRAND271A series at 10.00 hours, and for GRAND25OA series at 14.00 hours. The matters for consideration are as follows:
For 11 bond series: GRAND254A, GRAND257A, GRAND257B, GRAND259A, GRAND259B, GRAND25OB, GRAND25DA, GRAND263A, GRAND264A, GRAND267A and GRAND271A:
(1) Revising the structure
and terms of the bonds as follows:
(1.1) Extending the
maturity periods for bond redemption for two years from the original maturity
dates;
(1.2) Increasing the
interest rate of each bond series by 0.15 percent per year throughout the
extended maturity periods;
(1.3) Changing the
repayment method from a single bullet repayment on the maturity date to installment-based
principal repayments according to the specified periods and amounts.
(2) Revising
certain requirements under the terms and conditions, as follows:
(2.1) Removing the
minimum principal repayment amount per installment – previously not less than
10 percent, and increasing by every additional 5 percent of par value per unit
on the issuance date;
(2.2) Shortening the notice
period and related procedures for the registrar to notify bondholders in
advance of the issuer’s exercise of early redemption, from not less than 30
days to not less than three days prior to the intended early redemption date;
(2.3)
Revising the issuer’s right to redeem or request the release of collateral
assets where the value ratio of collateral to outstanding bonds exceeds the
threshold under the terms and conditions. (Only applicable to GRAND254A, GRAND257A, GRAND259A,
GRAND25DA, GRAND263A, GRAND264A and GRAND271A
series).
(3) Revising the issuer’s
obligations under the terms and conditions, as follows:
(3.1) Canceling
the issuer’s obligation to maintain a credit rating throughout the life of the
bonds and to submit credit rating review reports;
(3.2) Extending the valuation
review interval for real estate collateral from 12 months to 24 months, counted
from the most recent valuation (Only applicable to GRAND254A, GRAND257A,
GRAND25DA, GRAND264A and GRAND271A series);
(3.3) Revising the
reporting frequency for the valuation of common shares used as collateral from
quarterly to semi-annually (Only applicable to GRAND254A, GRAND259A, GRAND263A,
GRAND264A, GRAND271A).
(4) Granting an exemption from an
event of default under the terms and conditions for the issuer’s obligation to
maintain the net debt-to-equity ratio for year-end or quarterly reporting
periods, starting from the fiscal year-end and fourth quarter of 2025 through
fiscal year 2027;
(5) Granting an exemption for the
issuer’s default on certain bond series from being counted as defaulted debt
under the terms and conditions.
For GRAND25OA bond series:
(1) Approving revision to the
structure and terms of the bonds, as follows:
(a) Extending the maturity
period for bond redemption for two years;
(b) Increasing the bond
interest rate by 0.30 percent per year throughout the extended maturity period;
(c) Changing the repayment
method from a single bullet repayment on the maturity date to installment-based
principal repayments according to the specified period and amount.
(2) Granting an exemption from an
event of default under the terms and conditions for the issuer’s inability to
repay principal in the amount of 176.575 million baht on 14 October 2025 (the
maturity date), and cancelling the call default and any related
enforcement actions taken by the bondholders’
representative in connection with such default;
(3) Granting an exemption from an
event of default under the terms and conditions for the issuer’s obligation to
maintain the net debt-to-equity ratio for year-end or quarterly reporting
periods, starting from the fiscal year-end and fourth quarter of 2025 through
fiscal year 2027;
(4) Revising the terms and conditions
relating to early redemption and the release of collateral under the terms and
conditions, as follows:
(4.1) Removing the minimum
principal repayment amount per installment - previously not less than 10
percent and increasing by every additional 5 percent of par value per unit on
the issuance date;
(4.2) Shortening the
notice period and related procedures for the registrar to notify bondholders in
advance of the issuer’s exercise of early redemption, from not less than 30
days to not less than three days prior to the intended early redemption date;
(4.3) Revising the
issuer’s rights in relation to the redemption or release of collateral by
allowing the issuer to choose to redeem or request the release of any type of
collateral asset, whether for partial redemptions, early redemptions, or
repurchases in the secondary market, provided that the collateral coverage ratio
remains at or above the threshold specified in the terms and conditions.
(5) Revising the issuer’s obligations
under the terms and conditions, as follows:
(5.1)
Extending the valuation review interval for real estate collateral from 12
months to 24 months, counted from the most recent valuation;
(5.2)
Canceling the issuer’s obligation to maintain a credit rating throughout the
life of the bonds and to submit credit rating review reports.
(6) Ratifying the revision to
the terms and conditions requiring the issuer to apply certain cash flows
toward partial repayment, making such provision applicable to the GRAND25OA series,
subject to the approval of the maturity extension under item (1).
The SEC requires that the bondholders’ representative analyze the benefits and
shortcomings as well as the potential impacts on the bondholders both in cases
of approval and decline of approval for the above matters with respective
supporting reasons and the opinions of the bondholders’ representative. The
bondholders are, therefore, encouraged to thoroughly review the information and
exercise their rights to protect their own interests. They should also make
necessary inquiries to the bondholders’ representative to obtain comprehensive
information before making a voting decision at the bondholders’ e-meeting.
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Remark:
Daol Securities (Thailand) Public Company Limited serves as the bondholders’
representative for the 12 series of GRAND bonds as follows:
- GRAND25OA bond due on 12 October
2025
- GRAND254A bond due on 27
December 2025;
- GRAND263A bond due on 12 March
2026;
- GRAND257A bond due on 14 March 2026;
- GRAND257B bond due on 14 March 2026;
-
GRAND264A bond due on 11 April 2026;
- GRAND259B bond due on 12 May 2026;
-
GRAND259A bond due on 21 May 2026;
-
GRAND25OB bond due on 11 June 2026;
-
GRAND267A bond due on 23 July 2026;
-
GRAND25DA bond due on 29 August 2026;
- GRAND271A bond due on 23 January
2027.