International Entertainment Corporation (IEC) has fully repaid its promissory notes and secured bank borrowings. The funds came from the first tranche of a convertible note subscription by DigiPlus Interactive Corp. IEC confirmed this in a Hong Kong Exchange filing.
The company settled HKD 489.22 million ($62.7 million) in promissory notes. It also repaid HKD 392.39 million ($50.3 million) in secured bank debt. Both repayments align with earlier disclosures tied to the financing arrangement.
The repayment is part of a HKD 1.6 billion ($206 million) convertible note agreement between IEC and Philippines-listed DigiPlus. The deal is structured in two equal tranches. The first HKD 800 million ($102.5 million) tranche has now been fully deployed. Proceeds were used to clear existing liabilities.
Convertible structure
The notes can be converted into equity under the agreement terms. Full conversion would give DigiPlus a 53.89 percent controlling stake in IEC. The second tranche is expected to follow. It remains subject to agreement between the parties and relevant regulatory approvals.
The transaction includes an application for a Whitewash Waiver under Hong Kong’s Takeovers Code. This allows DigiPlus to exceed the threshold that would normally trigger a mandatory general offer to all shareholders. The waiver requires approval.
If the notes are not converted, they carry an annual interest rate of three percent. They are redeemable in full after five years.
PAGCOR licence frames casino operations
IEC’s gaming operations are centred on the New Coast Hotel Manila. The company operates there under a provisional licence issued by the Philippine Amusement and Gaming Corp (PAGCOR). The licence allows casino operations while the company works toward full licensing.
Under PAGCOR’s framework, provisional licences let operators run casino activity during a development or transition phase. Operators must submit detailed implementation plans. They must also comply with approved project specifications and pay ongoing licence fees.
Full licensing depends on project completion. Regulators must verify that the development aligns with approved plans and operational requirements.
Shift from state-run to private operation
The New Coast Hotel Manila casino was previously operated directly by PAGCOR. It later transitioned to IEC under a licensing arrangement. This reflects a broader structure in the Philippine market. The regulator has historically acted as both operator and licensor.
IEC manages both hotel and casino operations at the site through its subsidiary. The property remains under PAGCOR oversight. This includes compliance checks and approval requirements tied to licensing status.
Casino operations at the property generated HKD 442.5 million ($56.7 million) in revenue in the second half of 2025. This provides context for the scale of the asset within IEC’s portfolio.
Regulatory approvals
The convertible note arrangement may fall within the scope of the Philippine Competition Commission (PCC). The PCC oversees mergers and acquisitions that meet defined financial thresholds.
Transactions above specified asset and deal size thresholds require notification and review. The process includes an initial assessment phase. A more detailed review may follow before approval is granted.
Any change in ownership or control of a casino operator in the Philippines also requires PAGCOR approval. This aligns the transaction with both competition and gaming regulatory frameworks.
DigiPlus operates several PAGCOR-regulated online gaming platforms. These include BingoPlus, ArenaPlus and GameZone. Its participation in the IEC transaction connects existing digital gaming operations with a land-based casino asset under Philippine licensing rules.
IEC’s latest filing confirms that proceeds from the first tranche have been applied in line with disclosed plans. The company has completed repayment of its outstanding promissory notes and secured borrowings.
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