Xinyuan Real Estate Announces Strategic Investment from TPG
TPG to Invest US$108.6 Million: US$75.8 Million Convertible Notes, Plus
US$32.9 Million Common Shares
BEIJING, Aug. 26, 2013
BEIJING, Aug. 26, 2013 /PRNewswire/ --Xinyuan Real Estate Co., Ltd. (NYSE:
XIN, "Xinyuan" or "the Company"), a real estate developer with a focus on high
growth cities in China, announced today that the Company has entered into an
agreement with TPG, one of the world's leading private investment firms, under
which TPG will invest US$108.6 million through the purchase of convertible
notes and common shares.
Under the agreement, TPG has agreed to purchase 1) convertible notes due 2018
in the aggregate principal amount of US$75.8 million, and 2) US$32.9 million
worth of common shares. The convertible notes carry an annual cash coupon rate
of 5.0% and will be convertible into Xinyuan's common shares at an initial
conversion price of US$6.00 per ADS. The common shares will be issued at
US$5.48 per ADS. Taking into account the common shares and assuming the
convertible notes are fully converted, TPG will hold a total of 18.6 million
ADSs post transaction on a fully diluted basis, equivalent to approximately
20% of the Company's total share capital taking into account the investment by
TPG. In accordance with the terms of the purchase agreement, TPG will be
entitled to nominate one non-executive director to Xinyuan's board of
directors following the investment.
Subject to and upon closing, Xinyuan will receive US$108.6 million of gross
proceeds from the issuance of the convertible notes and the sale of common
shares, which will be used, among other purposes, for land acquisition and
general corporate purposes to support further development of the Company.
Closing of the private placement is subject to customary closing conditions.
Mr. Yong Zhang, Chairman and Chief Executive Officer of Xinyuan, said, "We
welcome the investment from TPG and see significant upside to partnering with
TPG to achieve our growth objectives. With this investment, we believe that we
are in a position to expand our land acquisitions while also continuing to
develop our internal infrastructure and operational capabilities. We believe
this long-term partnership will not only further strengthen Xinyuan's
financial situation but also be highly beneficial for our development in the
Steve Sun, Partner and Managing Director of TPG, said, "We are impressed by
Xinyuan's solid financial position and experienced management team and look
forward to providing our resources and experience to help Xinyuan achieve its
strategic objectives. We believe Xinyuan is well positioned to continue to
deliver growth and solidify its position in its key markets going forward, and
we look forward to a productive partnership."
About Xinyuan Real Estate Co., Ltd. (NYSE:XIN)
Xinyuan Real Estate Co., Ltd. ("Xinyuan") (NYSE: XIN) is a developer of large
scale, high quality residential real estate projects aimed at providing
middle-income consumers with a comfortable and convenient community lifestyle.
In China, Xinyuan primarily focuses its development projects in Tier II
cities, Zhengzhou, Ji'nan, Suzhou, Kunshan, Xuzhou, Chengdu and Hefei. The
Company's U.S. development arm, XIN Development Group International, Inc.
("XIN Int."), is a pioneer amongst Chinese real estate residential developers,
entering the US market in 2012. Xinyuan is the first real estate developer
from China to be listed on the New York Stock Exchange. For more information,
please visit http://en.xyre.com/ir.html.
TPG is a leading global private investment firm founded in 1992 with $55.3
billion of assets under management and offices in San Francisco, Fort Worth,
Austin, Beijing, Chongqing, Hong Kong, London, Luxembourg, Melbourne, Moscow,
Mumbai, New York, Paris, São Paulo, Shanghai, Singapore and Tokyo. TPG has
extensive experience with global public and private investments executed
through leveraged buyouts, recapitalizations, spinouts, growth investments,
joint ventures and restructurings. The firm's investments span a variety of
industries including financial services, travel and entertainment, technology,
energy, industrials, retail, consumer, real estate, media and communications,
and healthcare. TPG's investments in China have included China Grand Auto,
China International Capital Corporation, Daphne, Lenovo, Shenzhen Development
Bank (currently Ping An Bank), Wumart, Li Ning, HCP Holdings, among others.
TPG's investments in the real estate sector have included Taylor Morrison Home
Corporattion, Parkway Properties, Shriram Properties, M West Holdings, Merin,
ST Residential, Assisted Living Concepts and AV Homes, among others.
Forward Looking Statements
Certain statements in this press release constitute "forward-looking
statements" relating to the offering of the convertible notes and common
shares, and the anticipated use of proceeds. These statements are made under
the "safe harbor" provisions of the U.S. Private Securities Litigation Reform
Act of 1995. These forward-looking statements can generally be identified by
terminology such as "will," "expects," "anticipates," "future," "intends,"
"plans," "believes," "estimates" and similar statements. Statements that are
not historical statements are forward-looking statements. Forward-looking
statements involve inherent risks and uncertainties that could cause actual
results to differ materially from those projected or anticipated, including,
but not limited to, our ability to continue to implement our business model
successfully; our ability to secure adequate financing for our project
development; our ability to successfully sell or complete our property
projects under construction and planning; our ability to enter into new
geographic markets and expand our operations; the marketing and sales ability
of our third-party sales agents; the performance of our third-party
contractors; the impact of laws, regulations and policies relating to real
estate developers and the real estate industry in China and, to the extent we
expand operations into other countries, such as the U.S., the laws,
regulations and policies of such countries; our ability to obtain permits and
licenses to carry on our business in compliance with applicable laws and
regulations; competition from other real estate developers; the growth of the
real estate industry in China, particularly Tier II and Tier III cities, and
in our targeted areas in the U.S.; fluctuations in general economic and
business conditions in China, and, to the extent we expand operation into
other countries, such as the U.S., the general economic and business
conditions in such countries; and other risks outlined in our public filings
with the Securities and Exchange Commission, including our annual report on
Form 20-F for the year ended December 31, 2012. Except as required by law, we
undertake no obligation to update or review publicly any forward-looking
statements, whether as a result of new information, future events or
otherwise, after the date on which the statement is made.
The convertible notes and common shares have not been registered under the
Securities Act of 1933 or any state securities laws and may not be offered or
sold in the United States absent registration or an applicable exemption from
the registration requirements of the Securities Act of 1933 and applicable
This press release shall not constitute an offer to sell or a solicitation of
an offer to purchase the notes or any other securities, and shall not
constitute an offer, solicitation or sale in any state or jurisdiction in
which such an offer, solicitation or sale would be unlawful.
For more information, please contact:
Xinyuan Real Estate Co., Ltd.
Ms. Helen Zhang
Tel: +86 (10) 8588-9255
In U.S.: +1 646-308-1472
In China: +86 (10) 6583-7511
Brunswick Group Limited
Tel: +852 9131-5202
Tel: +852 9166-3697
Owen Blicksilver Public Relations
Tel: +1 914-725-5949
SOURCE Xinyuan Real Estate Co., Ltd.
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