Wed 05/25/2022 08:56 AM
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Sino-Ocean Group affiliate sale to Ping An Life Insurance by Reorg's Asia Core Credit team.

Two affiliates of Chinese property developer Sino-Ocean Group are selling equity interests and debt claims in a jointly developed commercial property project in Fengtai District of Beijing to joint venture partner Ping An Life Insurance for RMB 5.015 billion ($752.3 million), with the sale expected to close in June, according to two sources familiar with the matter.

In an announcement from Ping An about the transaction, the sellers were identified as Wuhu Luoqiu Songyu Investment Center LP and Beijing Yinghui Real Estate Co., but the relationship between the two entities and Sino-Ocean was not disclosed. Both are affiliates of Sino-Ocean Group, according to the sources.

Ping An is acquiring a 34.5% stake in Shenzhen Pingxuan Investment Management Co. from Wuhu Luoqiu for RMB 3.418 billion and is acquiring shareholder loan owed by Beijing Jinkun Lize Real Estate Co. from Beijing Yinghui for RMB 1.597 billion, giving the transaction a total valuation of RMB 5.015 billion. The agreement was entered into on April 29, the announcement shows.

Shenzhen Pingxuan, the project company, owns the financial commercial land use rights of a 12,214 square meter land parcel in the Lize commercial district in Fengtai, Beijing.

In a separate project, Sino-Ocean recently received about RMB 3 billion funds from its largest shareholder, China Life Insurance Co. Ltd., to develop a commercial property complex in Beijing’s Jiuxianqiao commercial area, according to one of the sources and a third source familiar with the matter.

Sino-Ocean and China Life are jointly developing the commercial complex, known as the Yidi Port Phase I, in Jiuxianqiao area in Chaoyang District of Beijing via an asset-light collaboration mode, according to a report from state-owned Securities Daily newspaper.

As of the end of 2019, Yidi Port Phase I had an occupancy rate of 93%, according to Sino-Ocean’s 2021 annual report.

China Life also plans to subscribe to new insurance debt products worth billions of RMB to be issued by Sino-Ocean, with the issuance expected to materialize around the second quarter of 2022, as reported.

Sino-Ocean and Ping An declined to comment.

Below is Sino-Ocean Group’s capital structure:






























































































































































































































































































































































































































































Sino-Ocean Group Holding Limited - Pro Forma as of 03/18/2022


12/31/2021

EBITDA Multiple

(CNY in Millions)

Amount

US$ Amt.

Maturity

Rate

Book


Bank and Other Loans

35,147.5

5,517.7



Total Bank and Other Loans

35,147.5

5,517.7

2.8x

22 Sino-Ocean PPN001

2,000.0

314.0

Mar-18-2025

5.320%

21 Sino-Ocean 02 1

1,950.0

306.1

Sep-27-2026

4.060%

21 Sino-Ocean ABN001 Sub

1.0

0.2

May-30-2039


21 Sino-Ocean ABN001 Senior

3,200.0

502.4

May-30-2039

4.190%

21 Sino-Ocean 01 2

2,600.0

408.2

May-12-2026

4.200%

21 Sino-Ocean PPN002

3,000.0

471.0

Feb-26-2023

4.300%

21 Sino-Ocean PPN001

3,000.0

471.0

Jan-21-2024

4.600%

20 Sino-Ocean PPN001

2,000.0

314.0

Apr-24-2023

3.350%

19 Sino-Ocean 02 3

1,200.0

188.4

Mar-20-2026

4.590%

19 Sino-Ocean 01

1,700.0

266.9

Mar-20-2024

5.500%

18 Sino-Ocean ABN001 Senior 4

2,570.0

403.5

Apr-20-2038

5.750%

18 Sino-Ocean ABN001 Sub

143.0

22.4

Apr-20-2038


18 Sino-Ocean 01

2,000.0

314.0

Aug-20-2023

4.000%

17 Sino-Ocean 01

1,000.0

157.0

Nov-21-2022

4.290%

15 Sino-Ocean 05

3,000.0

471.0

Oct-19-2025

4.760%

15 Sino-Ocean 02

1,500.0

235.5

Aug-19-2022

4.150%

15 Sino-Ocean 03

1,500.0

235.5

Aug-19-2025

5.000%

Total Onshore Bonds

32,364.0

5,080.7

5.4x

Wanhe 2B

18.0

2.8

Oct-31-2022


Wanhe 2A

334.0

52.4

Oct-31-2022

4.200%

Wanhe 1 Sub

17.0

2.7

Apr-29-2022


Wanhe 1 Senior

52.5

8.2

Apr-29-2022

3.000%

Sino-Ocean R2 Senior

1,042.0

163.6

Dec-26-2022

4.230%

Sino-Ocean R2 Sub

261.0

41.0

Dec-26-2022


Sino-Ocean R1 A1

1,601.5

251.4

Dec-13-2023

5.500%

Sino-Ocean R1 A2

1,281.2

201.1

Dec-13-2023

6.000%

Sino-Ocean R1 Sub

320.3

50.3

Dec-13-2023


Total Onshore ABS

4,927.5

773.5

5.8x

$500 Million 5.25% Senior Notes Due Apr 2022

3,185.0

500.0

Apr-30-2022

5.250%

$700 Million 6.00% Senior Notes Due Jul 2024

4,459.0

700.0

Jul-30-2024

6.000%

$520 Million 2.70% Senior Notes Due Jan 2025

3,312.4

520.0

Jan-13-2025

2.700%

$400 Million 3.25% Senior Notes Due May 2026

2,548.0

400.0

May-05-2026

3.250%

$500 Million 5.95% Senior Notes Due Feb 2027

3,185.0

500.0

Feb-04-2027

5.950%

$600 Million 4.75% Senior Notes Due Aug 2029

3,822.0

600.0

Aug-05-2029

4.750%

$400 Million 4.75% Senior Notes Due Jan 2030

2,548.0

400.0

Jan-14-2030

4.750%

Total Offshore Bonds

23,059.4

3,620.0

7.6x

Lease Liabilities

427.1

67.0



Total Lease Liabilities

427.1

67.0

7.6x

$600 Million 4.90% Perpetuals

3,822.0

600.0


4.900%

Total Perpetuals

3,822.0

600.0

7.9x

Total Debt

99,747.5

15,658.9

7.9x

Less: Cash and Equivalents

(30,353.0)

(4,765.0)

Plus: Restricted Cash

5,423.6

851.4

Net Debt

74,818.1

11,745.4

6.0x

Plus: Market Capitalization

10,518.7

1,651.3

Enterprise Value

85,336.8

13,396.7

6.8x

Operating Metrics

US$ Amt.

LTM Reorg EBITDA

12,571.5

1,973.5


Liquidity

Plus: Cash and Equivalents

30,353.0

4,765.0

Less: Restricted Cash

(5,423.6)

(851.4)

Total Liquidity

24,929.4

3,913.6

Credit Metrics

Gross Leverage

7.9x

Net Leverage

6.0x

Notes:
Source: Refinitiv, Wind, company filings, Reorg estimates; EBITDA includes capitalised interest add-back. NCI: RMB21.374 billion
1. Puttable September 27, 2024
2. Puttable May 12, 2024
3. Puttable March 20, 2024
4. Puttable July 20, 2023
Pro Forma: For Pro forma, the proceeds from the new bonds were added to cash as the exact use of proceeds for each of the bond raised remains unclear; The repayment for matured debts were subtracted from cash as the exact source of funding used to repay the debt remains unclear
US$ Translation: CNY/USD rate used for USD conversion is 6.37.


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