On January 15, the National Association of Financial Market Institutional Investors (NAFMII) disclosed two announcements on its official website. Shanghai Pudong Development Bank Co., Ltd. and Bank of Communications Co., Ltd., acting as conveners, released summaries of proposals for the 2026 first bondholders' meetings concerning China Vanke Co., Ltd.'s 2022 fourth phase ("22 Vanke MTN004") and fifth phase ("22 Vanke MTN005") medium-term notes, with the combined value of the two notes amounting to 5.7 billion yuan.
The bondholders' meetings for both notes have re-established four special proposals, including principal extension, grace period extension, partial early repayment of principal and interest, and the provision of credit enhancement measures. All proposals require approval from holders representing more than 90% of the voting rights to become effective, with the voting deadline set for January 26, 2026.
Public information shows that the "22 Vanke MTN004" note has an outstanding balance of 2 billion yuan, a coupon rate of 3.00%, an original maturity date of December 15, 2025, and accrued interest payable of 60 million yuan. The "22 Vanke MTN005" note has an outstanding balance of 3.7 billion yuan, also with a coupon rate of 3.00%, an original maturity date of December 28, 2025, and accrued interest payable of 111 million yuan. Both notes are seeking extended repayment arrangements.
According to the newly disclosed proposals, Proposal One for both notes concerns adjusting the principal and interest repayment schedule of the medium-term notes. This proposal suggests modifying the repayment of principal and interest for the two notes, while also providing project company account receivables pledges as credit enhancement.
Specifically, the "22 Vanke MTN004" note proposes to extend the principal repayment date by 12 months to December 15, 2026. The "22 Vanke MTN005" note would be extended to December 28, 2026, with the coupon rate remaining unchanged at 3.00% during the extension period, and the additional interest to be paid together with the principal.
Regarding unpaid interest, the 60 million yuan for "22 Vanke MTN004" must be paid by January 28, 2026, and the 111 million yuan for "22 Vanke MTN005" must be paid by February 10, 2026. Unpaid principal during the grace period will accrue interest at 3.00%, and unpaid interest will not compound.
As a credit enhancement guarantee, Vanke has committed to pledging account receivables from its project companies as credit enhancement. For "22 Vanke MTN004," this involves three companies: Shenzhen Rongxing Real Estate Development Co., Ltd., Langfang Wanheng Shengye Real Estate Development Co., Ltd., and Beijing Youtai Real Estate Development Co., Ltd. For "22 Vanke MTN005," it involves Shenzhen Zhongwan Huakai Industrial Investment Co., Ltd., Xi'an Yiheyuan Industrial Co., Ltd., and Shenzhen Wanxin Future City Manufacturing Co., Ltd. Furthermore, the guarantee registration must be completed within 60 working days after the proposal is passed; otherwise, creditors can declare the principal and interest immediately due.
Proposal Two for both notes concerns extending the grace period for the medium-term notes. This proposal intends to extend the grace period for principal and interest payments during the tenure of the notes from 30 trading days to 90 trading days. The grace period expiration date for "22 Vanke MTN004" would be April 29, 2026, and for "22 Vanke MTN005," it would be extended to May 14, 2026. According to the proposal, if Vanke makes full payment, eliminates the default event, or obtains a waiver from the bondholders' meeting during the grace period, it will not constitute a default. Additionally, no penalty interest, default fines, or overdue interest will be charged during the grace period. Unpaid principal will continue to accrue interest at the coupon rate during the grace period, with interest paid upon actual principal repayment, and unpaid interest will not accrue additional interest.
Proposal Three primarily proposes a fixed repayment amount and adjustments to the principal and interest repayment schedule, alongside providing credit enhancement measures and a repayment priority commitment. The fixed repayment arrangement specifies that if this proposal is approved, for holder accounts that participate in the meeting and vote in favor of at least Proposal Three or Proposal Four, Vanke will make a payment of 100,000 yuan on January 28, 2026. This portion of the principal will not accrue interest from the original repayment date until January 28, 2026. If a holder's account principal balance changes compared to the record date, the lower amount principle applies for this arrangement.
On this basis, the principal repayment and payment schedule will also be adjusted. For the "22 Vanke MTN004" note, 40% of the principal (after deducting the fixed repayment portion) will be repaid on January 28, 2026, with the remaining 60% extended to December 15, 2026. The "22 Vanke MTN005" note will follow the same ratio, with 40% repaid on January 28, 2026, and the remaining 60% extended to December 28, 2026. Unpaid interest and interest accrued on the 40% principal portion during the respective period will be paid on January 28. The interest rate for the extended portion remains at 3.00%.
Furthermore, the credit enhancement measures are consistent with those in Proposal One. Vanke also commits that in subsequent repayments of domestic public market credit bonds, it will prioritize the repayment ratio of these medium-term notes to be no worse than that of all bonds maturing later, based on the order of the bonds' initial maturity dates.
Proposal Four concerns extending the grace period for the medium-term notes and repaying part of the principal and interest. This proposal suggests extending the original 30-trading-day grace period to 90 trading days, while setting two repayment options: first, a fixed repayment identical to Proposal Three; second, a partial repayment of principal and interest, where the accrued interest for both notes is repaid on January 28, 2026, and 5% of the remaining principal balance (after deducting the fixed repayment) is also repaid on the same day. This portion of the principal will not accrue further interest. Unpaid principal during the grace period will accrue interest at 3.00%.
During the grace period, if Vanke makes full payment or obtains a waiver, it will not constitute a default. Vanke also commits to maintaining the seniority of these medium-term notes in the repayment order, ensuring their repayment ratio is no worse than that of credit bonds maturing later.
According to the announced schedule, the bondholders' meeting for "22 Vanke MTN004" will be held at 10:00 on January 21, 2026, and the meeting for "22 Vanke MTN005" will be held at 15:00 on the same day. The voting deadline for both bondholders' meetings is January 26.
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