Dacheng Assists Overseas Subsidiary of Beijing Municipal State-owned Group in Successfully Issuing USD 350 Million Senior Unsecured Guaranteed Bonds

Recently, with the strong support and coordination of the State-owned Assets Supervision and Administration Commission of Beijing Municipality, Dacheng assisted Beijing Capital Development Holding (Group) Co., Ltd. (“Shoukai Group”) in successfully pricing and issuing overseas USD 350 million 3-year senior unsecured guaranteed bonds with a coupon rate of 6.30%. The transaction fully demonstrates the credit strength of Beijing’s state-owned enterprises and the high recognition of the international capital market. Dacheng Law Offices acted as the issuer’s counsel for this overseas bond offering and provided full-process, professional legal services.

Shoukai Group is a large municipal state-owned comprehensive real estate enterprise group based in Beijing. It has a long-standing presence in the capital’s real estate market, with core businesses covering residential development, commercial operation, urban renewal and property management, making it a key player in Beijing’s state-owned real estate sector. The overseas bonds were issued by its overseas subsidiary, Yaohe International Limited, and guaranteed by Shoukai Group. The guarantor is assigned dual investment-grade ratings: BBB- (Stable Outlook) by S&P and BBB- (Stable Outlook) by Fitch, while the notes are rated BBB- (investment grade) by Fitch.Amid volatile market conditions, the final pricing tightened by 60 basis points from the initial price guidance, fixing the coupon at 6.30%. The offering drew enthusiastic market response, with strong participation from leading global investment institutions and roadshow investors. The orderbook exceeded USD 2.4 billion, representing an oversubscription of approximately 6.9 times.Alongside cornerstone investments from core banks, the offering attracted high-quality global investors including sovereign wealth funds, insurance institutions, wealth management subsidiaries, major asset managers and European long-term funds. This further diversified the group’s overseas financing channels and optimized its investor base.

Mandated by the client, the Dacheng legal team acted as issuer’s counsel for the bond offering. The team was led by Senior Partner Zhang Hong, headed by Partner Li Yifan and managed by Partner Zhang Wenjun. Facing tight deadlines, heavy workloads and stringent quality requirements, the team conducted comprehensive legal due diligence covering the domestic guarantor Shoukai Group and 14 subsidiaries within the scope. The due diligence included subject qualifications, permits and licenses, project approvals and authorizations, key assets, financing and guarantee arrangements and consent waivers, audit reports and financial statements, labor and employment, litigation and administrative penalties, work safety and taxation. The team verified the facts through due diligence questionnaires, document reviews, public information research, confirmation letters on material matters and interviews with the client’s legal and finance officers, ensuring the due diligence met the high standards for overseas offerings. The team efficiently and professionally completed the domestic legal opinions, reviewed the Chinese law sections of the offering circular and all transaction documents, and coordinated closely with overseas counsel on the wording of legal opinions. This ensured the domestic legal opinions fully complied with offering requirements and aligned with the overseas legal opinions, winning high recognition from the issuer and all intermediaries.

The successful issuance of the US dollar bonds marks an important milestone for Shoukai Group in expanding overseas financing channels and enhancing its international financing capabilities. It fully reflects the group’s strong market reputation and financing strength, and sets a new benchmark for overseas financing by Beijing’s state-owned enterprises. This transaction is another key example of Dacheng leveraging its cross-border legal expertise to support Beijing’s state-owned enterprises in accessing international capital markets. Dacheng will continue to focus on international capital market legal services and deliver high-quality, end-to-end legal support for clients’ domestic and overseas financing activities.