NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 31 December 2021 30. CONVERTIBLE BONDS On 9 September 2020, the Company issued US$350,000,000 in principal amount of 1.50% convertible bonds due 2025. There was no movement in the number of these convertible bonds during the year. The convertible bonds may be converted into ordinary shares of the Company at the option of the convertible bondholders at the prevailing conversion price on or after the date which is 41 days after 30 September 2020 up to and including on the ten day prior to 30 September 2025 (“Maturity Date”) (both days inclusive). On the date of issuance, the initial conversion price was HK$32.13 per share (“Conversion Price”), subject to adjustment upon occurrence of certain prescribed events based on the terms and conditions of the convertible bonds. Subject to satisfaction of certain conditions, the convertible bonds may be redeemed at the option of the Company at any time after 30 September 2023 and prior to the Maturity Date, in whole, but not in part, for the time being outstanding at their principal amount, together with interest accrued but unpaid to but excluding the date fixed for redemption. The Company will, at the option of the convertible bondholder to redeem all or some only of such holder’s convertible bonds on 30 September 2023 at 100% of their principal amount, together with interest accrued but unpaid up to but excluding such date. The convertible bonds are interest-bearing at 1.50% per annum payable semi-annually in arrears in March and September respectively. The fair value of the liability component was estimated at the issuance date using an equivalent market interest rate for a similar bond without a conversion option. The residual amount is assigned as the equity component and is included in shareholders’ equity. As of 31 December 2021, there was no conversion of convertible bonds. The convertible bonds issued during the year have been split into the liability and equity components as follows: Convertible bond US$’000 Nominal value of convertible bonds issued during the year 350,000 Equity component (48,501) Direct transaction costs (4,959) Liability component at the issuance date 296,540 Effective interest expense 3,791 Interest payable (1,334) Liability component at 31 December 2020 and 1 January 2021 298,997 Effective interest expense 15,011 Net increase in Interest payable (5,239) Liability component at 31 December 2021 (note 25) 308,769 E S R C A Y M A N L I M I T E D A N N U A L R E P O R T 2 0 2 1 207
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