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Convert bondholders into shareholders
In mid-2025, Hoang Anh Gia Lai Group (HAGL) announced a plan to restructure its huge corporate bond debt by converting it into shares.
After adjusting the plan, HAGL agreed to issue 210 million shares to convert payable debt worth VND2,520 billion. The issuance price is VND12,000/share. New shares issued to convert debt will be restricted from transfer for 1 year. The value of the debt converted or the number of shares issued remains unchanged compared to the previous plan.
The change is the party receiving the shares. Instead of issuing convertible shares to bondholders to fulfill part of the bond debt obligation, after the adjustment, the creditors participating in the issuance include 1 organization and 5 individuals. Mr. Doan Nguyen Duc (Bau Duc) - Chairman of the Board of Directors of HAGL has repeatedly expressed his concern about the company's debt. At the 2025 Annual General Meeting of Shareholders (AGM), Mr. Duc stated that if the debt is swapped, HAGL will reduce thousands of billions of VND in debt and the reduced interest debt will be accounted for in profits because it has been fully provisioned before.
For bond debt, businesses can apply feasible options to restructure debt, including the "barter" option - converting bond debt into assets or stocks. With these options, market members negotiate and resolve with each other about the debt settlement process, instead of having to use court procedures or intervention from management agencies.
Reality shows that after the bond debt extension, more and more businesses are choosing to convert bond debt into shares to restructure debt.
Recently, the 2025 extraordinary general meeting of shareholders of No Va Real Estate Investment Group Joint Stock Company (Novaland) held in early August 2025 also approved the plan to restructure debt and strengthen the financial situation.
Novaland plans to issue nearly 320 million shares (accounting for about 16.4% of the total outstanding shares) to convert a total debt value of more than VND8,719 billion. Of which, 168 million shares will be issued privately at VND15,746/share to convert a debt of VND2,645 billion from 3 creditors: NovaGroup, Diamond Properties and Ms. Hoang Thu Chau. The remaining 151.85 million shares will be used to convert a debt of more than VND6,000 billion from 13 bond codes issued in the period 2021 - 2022.
Previously, 4 bondholders of Hai An Transport and Stevedoring JSC (HAH) also agreed to convert bonds into shares. Hai An issued 8.55 million shares at a conversion price of VND 23,739/share to convert 203 bonds coded HAHH2328001. This is a batch of bonds the company issued in February 2024 to raise money to build new ships. Although the term is 5 years, after only 1 year, more than 40% of the bonds have been converted into shares.
Issue more to pay off debt
In addition to issuing shares to convert bond debt, some businesses choose to issue new bonds to pay off old debt. For example, Ho Chi Minh City Infrastructure Investment Joint Stock Company (code CII) has just chosen to issue new bonds to pay off old debt.
Most recently, on August 18, 2025, CII issued 20 convertible bonds, thereby raising VND 2,000 billion for the purpose of early payment for the bonds CII012029_G, CIIB2426001, CIIH2427002 and partial payment of bank loan principal. After that, this enterprise changed its plan and will use more than VND 1,035 billion to make early payment of all CII012029_G bonds, the rest will be used for investment capital.
As for IPA Group (code IPA), this enterprise has continuously issued debt restructuring bonds in 2024 to pay off the bonds that are near maturity. However, recently, IPA has approved the private offering of 50 million shares at a minimum price of VND 20,000/share to resolve the debt burden.
With the VND 1,000 billion mobilized, IPA plans to use it to pay principal and interest on corporate bond codes issued in 2024. Currently, interest expenses are a significant burden that erodes business profits.
Although chosen by many businesses to reduce debt pressure, this strategy does not always receive support from shareholders.
For investors, when a company issues additional shares, dilution occurs, affecting the stock price and the interests of existing shareholders. Meanwhile, on the bondholder side, from an investment with a more stable yield than bonds, when converted into shareholders, this group of investors must face the risk of stock price fluctuations.
From the perspective of issuing organizations, the pressure to mature bonds is still very large in the coming period.
According to FiinGroup data, the expected cash flow to be paid from bonds (including principal and interest) is estimated at VND26,900 billion in September and VND155,900 billion in the remaining 5 months of 2025.
The pressure on corporate bond maturity in 2026-2027 is up to VND370,000 billion, of which the real estate group accounts for about 60-70%. It is expected that in the first half of 2026, the non-banking group will have about VND81,500 billion of bonds maturing, with real estate continuing to account for a large proportion (70.8%).
Faced with this pressure, it is expected that many businesses will continue to choose ways to reduce the burden of short-term debt. Although it may affect shareholders' interests to some extent, these are also temporary solutions to be able to manage cash flow more smoothly.
Source: https://baodautu.vn/doanh-nghiep-tim-duong-tai-cau-truc-no-trai-phieu-d382814.html
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