Novaland Seeks Waiver on $300M International Bond Payments, Proposes Amendments

Overview

Novaland (NVL) has announced a solicitation of consent from holders of its $300 million international convertible bond, seeking a waiver for missed payments and proposing amendments to the bond contract. The vote, requiring approval from at least 66% of bondholders by June 4, is a key step in the company’s debt restructuring efforts. This follows shareholder approval at the 2026 AGM to extend interest payment deadlines and maturity by one year.

Key Facts

• Novaland seeks a waiver for missed payments on its $300 million international convertible bond, originally issued on July 16, 2021.
• The bond has a maturity date of June 30, 2027, and carries a 5.25% annual coupon.
• Approval requires at least 66% of outstanding bond principal to vote in favor by June 4 (London time), with a possible 5-business-day extension.
• At the 2026 AGM, shareholders approved a restructuring plan including a one-year extension of interest and maturity for this bond.
• In early April 2026, 15 bonds worth nearly $3.38 million were converted into about 2.48 million NVL shares at a conversion price of VND 34,000 per share.
• In late 2025, four foreign investors converted 133 bonds (VND 747 billion) into nearly 20.8 million NVL shares.
• NVL shares closed at VND 15,100 on May 29, 2026, down 25% from a 3-year high in late April, but up 13% year-to-date.

What Happened

Novaland has formally requested bondholder approval to waive certain missed payments on its $300 million international convertible bond and to amend the bond contract. The company stated that the proposal is not an offer to buy or sell securities and urged bondholders to consult independent financial, legal, and tax advisors before voting. The consent solicitation period ends on June 4, 2026, with a possible extension of up to five business days if the required 66% threshold is not met.

This move follows the company’s earlier announcement at its 2026 Annual General Meeting, where shareholders approved a broader restructuring plan that includes extending interest payment deadlines and the bond’s maturity by one year. Novaland has been actively managing its debt obligations amid a prolonged downturn in Vietnam’s real estate sector.

Market Context

NVL shares on HOSE closed at VND 15,100 on May 29, 2026, up 0.33% on the day but down 25% from a three-year peak reached in late April. The stock has gained 13% since the start of the year, reflecting some recovery from the sector’s lows. The company’s market capitalization stands at approximately VND 34 trillion. The bond restructuring is a critical factor for investor sentiment, as NVL navigates liquidity constraints and a challenging real estate market.

Strategic Significance

The successful restructuring of the $300 million bond is essential for Novaland to avoid default and maintain access to capital markets. By seeking a waiver and amendments, the company aims to align its debt obligations with its current cash flow realities. The conversion of bonds into equity by major investors like BNP Paribas Financial Markets signals some confidence, but the high threshold for approval (66%) introduces uncertainty. If approved, the restructuring could provide breathing room for Novaland to focus on project completions and sales, which are key to its recovery.

What to Watch

• Bondholder vote results by June 4, 2026, and any extension announcements.
• Q2 2026 earnings report for updates on cash flow and project progress.
• Further bond conversions into equity, which could dilute existing shareholders.
• Regulatory developments in Vietnam’s real estate sector affecting project approvals and sales.
• Any additional debt restructuring or asset sales by Novaland to improve liquidity.