Core Viewpoint - TH International Limited, the exclusive master franchisee of Tim Hortons in China, has announced a definitive agreement for the issuance of Senior Secured Convertible Notes and amendments to existing unsecured convertible notes [1][4]. Transaction Overview - Tims China will issue senior secured convertible notes due September 2029 with an aggregate principal amount of approximately US$89.9 million [2]. - Proceeds from the new secured notes will be partially used to repurchase all outstanding amounts due under its variable rate convertible senior notes due 2026 [2]. Terms of New Secured Notes - The new secured notes will be convertible into newly issued ordinary shares of Tims China at a price equal to 110% of the five-day volume-weighted average share price prior to signing [3]. - The notes are secured by a pledge of 100% of the shares of TH Hong Kong International Limited and an all-asset debenture of Tims China [3]. Amendments to Existing Notes - Tim Hortons Restaurants International GmbH and Cartesian Capital Group have agreed to extend the maturity of their 2024 unsecured convertible notes from June 2027 to September 2029, with the conversion price reset to align with the new secured notes [4]. Approval and Closing - The transaction has been approved by the board of directors and is expected to close in the fourth quarter of 2025, pending customary closing conditions and regulatory approvals in China [4]. Additional Information - Further details regarding these transactions will be provided in a Form 6-K to be filed with the U.S. Securities and Exchange Commission by October 31, 2025 [5].