Latham Advises Joint Liquidators on Tsinghua Unigroup’s Successful Restructuring and Settlement of US$449.2 Million Keepwell Bonds

Latham & Watkins advised So Kit Yee Anita and Luke Almond of Ernst & Young (EY) as joint liquidators of Unigroup International Holding Ltd. (in liquidation) (UIH) and Tsinghua Unigroup International Co., Ltd. (in liquidation) (TUI) in connection with the successful restructuring and settlement of US$449.2 million keepwell-backed bonds issued by UIH. The bonds were guaranteed by TUI and backed by a keepwell deed provided by Tsinghua Unigroup Co., Ltd. (TUC). The restructuring was implemented through a consent solicitation and involved a full redemption and cancellation of the bonds in exchange for a cash payment equal to 66% of the outstanding principal amount of the bonds, plus a consent fee of 2% to consenting holders. The restructuring became effective on February 27, 2026.

Working in close collaboration, EY and Latham led negotiations with TUC, which funded the settlement, and engaged extensively with the ad hoc bondholder group and other stakeholders, to achieve one of the highest rates of recoveries for bondholders among all cross-border restructurings involving PRC companies in recent years. This matter also represents the first successful PRC keepwell bond restructuring, and one of the first to be implemented by the liquidators of the bond issuer.

The Latham team was led by Hong Kong partner Howard Lam and counsel Flora Innes, with associate Shirley Zhang. Advice was also provided on restructuring matters by London partner Bruce Bell; and on capital markets matters by London partner Manoj Tulsiani, with associate Carolina Gori. Ogier acted as BVI Counsel for the joint liquidators.