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SEC urges bondholders of A’s 14 bond series to exercise their rights at the Bondholders’ Meeting on 11 February 2026



Monday 9 February 2026 | No. 42 / 2026


Bangkok, 9 February 2026 – The Securities and Exchange Commission (SEC) urges bondholders of A’s 14 bond series to exercise their rights, thoroughly review all relevant information, and reach out to the bond issuer or the bondholders’ representative to obtain comprehensive and sufficient details for making an informed voting decision at the bondholders’ meeting to be held on 11 February 2026. 

Areeya Property Public Company Limited (A), as the issuer of 14 bond series - A24NA, A251A, A255A, A257A, A258B, A258A, A25OA, A261A, A265A, A268A, A269A, A271B, A271A, and A275A - will convene the Bondholders’ Meeting No. 1/2026 via electronic means (E-Meeting) on 11 February 2026 at 14.00 hrs. The following matters are proposed for approval:

     (1) Granting waivers for the following matters, which shall not constitute events of default under the terms and conditions, as detailed below:    
            (1.1) Waiving the case where the issuer negotiates or enters into agreements with financial institutions or other creditors to restructure any debts incurred prior to this bondholders' meeting, with an aggregate amount exceeding THB 400 million, and waiving and/or cancelling any related actions by the bondholders' representative in connection with such event of default that have been taken or may be taken in the future, including the revocation of the bondholders' representative's call for immediate repayment of the bonds (Call Default) and the cancellation of any demand for default interest payment pursuant to the bondholders' representative's letter (if any), which shall not constitute an event of default under the terms and conditions;
            (1.2) Waiving the issuer's proposal to this bondholders' meeting to amend the bond debt repayment terms for 14 bond series with an aggregate outstanding principal amount of THB 4,624,478,600, which shall not constitute an event of default under the terms and conditions;
            (1.3) Waiving the case where the issuer fails to notify, or arrange for the bond registrar to notify the Thai Bond Market Association at least seven days in advance prior to the first bondholder register book-closing date, which shall not constitute an event of default under the terms and conditions;
            (1.4) Waiving any event where the issuer defaults on any debt obligations in aggregate amount exceeding THB 400 million (applicable only to bond series A24NA, A251A, A255A, A258B, A258A, A261A, A265A, A268A, A269A, A271B, A271A, and A275A), which shall not constitute an event of default under the terms and conditions;
            (1.5) Waiving cases where the issuer is unable to pay periodic interest on the scheduled interest payment date and requests to defer such unpaid interest, with the deferred interest to be included and paid on the maturity date or on the date of early redemption of the bonds (as applicable), and waiving and/or cancelling any related actions by the bondholders' representative in connection with such event of default that have been taken or may be taken in the future, including the revocation of the bondholders' representative's demand for immediate repayment of the bonds (Call Default) and the cancellation of any demand for default interest payment pursuant to the bondholders' representative's letter (if any), which shall not constitute an event of default under the terms and conditions (applicable only to bond series A24NA, A251A, A255A, A258B, A258A, A261A, A265A, A268A, A269A, A271B, A271A, and A275A);
            (1.6) Waiving the case where the issuer makes late payment of the periodic interest due on 5 January 2026, which shall not constitute an event of default under the terms and conditions, and cancelling any related actions taken or to be taken by the bondholders' representative in connection with such event of default (applicable only to bond series A257A and A25OA).

     (2) Amending the debt repayment terms for all 14 bond series as follows:
            (2.1) Extending the bond’s maturity of each bond series by an additional three years from the original maturity date;.
            (2.2) Amending the interest payment structure and interest deferral conditions as approved at the previous bondholders' meeting as follows:
                    1) Deferring the periodic interest payment in full for the interest period from 1 April to 11 May 2026, with the deferred interest to be included and paid on the maturity date or on the date of early redemption of the bonds (as applicable).
                    2)  Paying partial interest on the bonds at a rate of 1.0% per annum, with the remaining interest deferred, for the interest period falling due after the period specified in item 1) above, with the deferred interest to be included and paid in full on the maturity date or on the date of full early redemption of the bonds (as applicable).

     (3) Amending the terms and conditions to allow the issuer to exercise the right to redeem or repay the bonds prior to maturity in part without specifying a minimum amount for each partial principal repayment, and to repay only the principal without having to pay interest together with each partial principal repayment, with such interest to be paid in full in a single payment on the maturity date or on the date of full early redemption of the bonds (as applicable).

     (4) Amending the terms and conditions to remove the obligation to maintain the net debt to equity ratio and the financial covenant breach in cases where the issuer violates the obligation to maintain the net debt to equity ratio.

     (5) Amending the terms and conditions to remove the debt payment default in cases where the issuer defaults on any debt obligations exceeding THB 400 million in aggregate, arising from the issuer's failure to pay such debt within the original payment deadline or within the extended period granted by the creditor, or where such debt is called for early repayment by the creditor pursuant to the creditor's rights under the relevant agreement.

     (6) Amending the terms and conditions to remove the following: the issuer's public declaration of inability to meet its financial obligations, or the issuer's suspension or cessation of debt payments generally (whether in whole or in part), and whether for any type of debt, or commencement of negotiations or entering into any agreements with one or more of its creditors collectively for debt restructuring exceeding THB 400 million in aggregate, including any rescheduling or modification of debt repayment terms, or any modification whatsoever regarding any or all of its debts (or certain debts which the issuer may be unable to pay when such debts become due), or the issuer's proposal or agreement to, or execution of, a general assignment of rights or a composition.

Accordingly, the SEC requires the bondholders’ representative to provide a clear analysis of the advantages, disadvantages, benefits, and potential impacts on bondholders for both approval and disapproval of the proposed matters, including comprehensive supporting reasons and the opinion of the bondholders’ representative. Accordingly, the SEC urges bondholders to carefully review all information and exercise their rights to safeguard their interests. Bondholders should also seek clarification from the bondholders’ representative to ensure they have complete and sufficient information before making a voting decision at the bondholders’ meeting.




Note: Asia Plus Securities Co., Ltd. acts as the bondholders’ representative for all 14 series:
- A24NA:  Maturity on 1 November 2026
- A251A: Maturity on 11 January 2027
- A255A: Maturity on 1 May 2027
- A257A: Maturity on 1 July 2027
- A258B: Maturity on 9 August 2027
- A258A: Maturity on 11 August 2027
- A25OA: Maturity on 4 October 2027
- A261A: Maturity on 11 May 2028
- A268A: Maturity on 9 August 2028
- A269A: Maturity on 1 September 2028
- A271B: Maturity on 11 January 2029
- A271A: Maturity on 19 January 2029
- A275A: Maturity on 11 May 2029






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