Weibo Corporation (“Weibo” or the “Company”) (NASDAQ: WB), a leading social media in China, today announced the pricing of US$800 million in aggregate principal amount of convertible senior notes due 2022 (the “Notes”) (the “Offering”). The Notes were offered to qualified institutional buyers pursuant to Rule 144A under the United States Securities Act of 1933, as amended (the “Securities Act”), and/or certain non-U.S. persons in offshore transactions in compliance with Regulation S under the Securities Act.
Goldman Sachs (Asia) L.L.C. and Credit Suisse Securities (USA) LLC acted as joint bookrunners for the Offering.
BEIJING, Oct. 26, 2017 /PRNewswire/ — Weibo Corporation (“Weibo” or the “Company”) (NASDAQ: WB), a leading social media in China, today announced the pricing of US$800 million in aggregate principal amount of convertible senior notes due 2022 (the “Notes”) (the “Offering”). The Notes were offered to qualified institutional buyers pursuant to Rule 144A under the United States Securities Act of 1933, as amended (the “Securities Act”), and/or certain non-U.S. persons in offshore transactions in compliance with Regulation S under the Securities Act.
Goldman Sachs (Asia) L.L.C. and Credit Suisse Securities (USA) LLC acted as joint bookrunners for the Offering.
The Company has granted the initial purchasers in the Offering a 30-day option to purchase up to an additional US$100 million principal amount of the Notes. The Notes will be convertible into Weibo’s American depositary shares (“ADSs”), each representing as of the date of this press release one Class A ordinary share of the Company, at the option of the holders, based on an initial conversion rate of 7.5038 of the Company’s ADSs per US$1,000 principal amount of Notes (which is equivalent to an initial conversion price of approximately US$133.27 per ADS and represents an approximately 47.5% conversion premium over the closing trading price of the Company’s ADSs on October 25, 2017, which was US$90.35 per ADS).
The conversion rate for the Notes is subject to adjustment upon the occurrence of certain events. Holders of the Notes may convert their Notes, at their option, in integral multiples of US$1,000 principal amount, at any time prior to the close of business on the second business day immediately preceding the maturity date. Weibo will not have the right to redeem the Notes prior to maturity except in the event of certain tax law changes.
The Notes will bear annual interest at a rate of 1.25% per year, payable semiannually in arrears on May 15 and November 15 of each year, beginning on May 15, 2018. The Notes will mature on November 15, 2022, unless previously repurchased, redeemed or converted in accordance with their terms prior to such date.
The Company plans to use the net proceeds of the Offering for general corporate purposes, including working capital needs and potential acquisitions of complementary businesses.
The Company expects to close the Offering on or about October 30, 2017, subject to the satisfaction of customary closing conditions.
The Notes, the ADSs deliverable upon conversion of the Notes and the Class A ordinary shares represented thereby, have not been registered under the Securities Act of 1933, or any state securities laws. They may not be offered or sold within the United States or to U.S. persons, except to qualified institutional buyers in reliance on the exemption from registration provided by Rule 144A under the Securities Act and/or to certain non-U.S. persons in offshore transactions in reliance on Regulation S under the Securities Act.
This press release shall not constitute an offer to sell or a solicitation of an offer to purchase any securities, nor shall there be a sale of the securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful.
This press release contains information about the pending offering of the Notes, and there can be no assurance that the offering will be completed.
Source: CNBC
