Bilibili Inc. Announces Proposed Notes Repurchases and Equity Offering
January 09 2023 - 6:15AM
Bilibili Inc. (NASDAQ: BILI and HKEX: 9626) (“Bilibili” or the
“Company”), an iconic brand and a leading video community for young
generations in China, today announced that it commenced an
underwritten offering of 15,344,000 American depositary shares (the
“ADSs”), each representing one Class Z ordinary share, par value
US$0.0001 per share, of the Company (the “ADS Offering”). The
Company proposes to issue the ADSs partially in exchange for (the
“Notes Exchange”) an aggregate principal amount of at least
US$269.3 million of its outstanding 0.50% convertible senior notes
due December 2026 (the “Exchange Notes”) to be purchased by Goldman
Sachs (Asia) L.L.C. (“Goldman Sachs”) and its applicable
affiliate(s) from certain holders of the Exchange Notes through
private negotiations. Such ADSs are being registered by the Company
in connection with the offers and sales of such ADSs by Goldman
Sachs, who is acting as the sole book-running manager for the ADS
Offering. The net proceeds of the ADS Offering will be used, as a
part of the Company’s comprehensive liability management exercise,
(i) by Goldman Sachs to fund the aggregate purchase price of the
Exchange Notes payable by Goldman Sachs to the holders of such
Exchange Notes, and (ii) to the extent there is any excess, by the
Company to replenish the Company’s cash reserve after its
repurchases of certain convertible senior notes in the fourth
quarter of 2022 and for other working capital purposes.
Concurrently with the ADS Offering, Goldman
Sachs and its applicable affiliate(s), as duly engaged and
authorized by the Company, plan to enter into separate and
individually negotiated agreements with certain holders of the
Exchange Notes to purchase the Exchange Notes from such holders for
cash (the “Notes Purchase”). Such Notes Purchase will be funded by
the net proceeds from the ADS Offering. The closing of each of the
Notes Exchange and Notes Purchase is contingent upon, among other
things, the closing of the ADS Offering.
The ADSs will be offered under the Company’s
shelf registration statement on Form F-3 which was filed with the
Securities and Exchange Commission (the “SEC”) and automatically
became effective on January 9, 2023. A preliminary prospectus
supplement related to the proposed ADS Offering has been filed with
the SEC. The registration statement on Form F-3 and the preliminary
prospectus supplement are available at the SEC website at:
http://www.sec.gov. Copies of the preliminary prospectus supplement
and the accompanying prospectus may be obtained by calling Goldman
Sachs & Co. LLC, Prospectus Department, 200 West Street, New
York, NY 10282, telephone: 1-866-471-2526, facsimile: 212-902-9316
or by emailing Prospectus-ny@ny.email.gs.com.
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 ADS Offering, Notes Exchange and Notes Purchase, and
there can be no assurance that any of the ADS Offering, Notes
Exchange or Notes Purchase will be completed.
About Bilibili Inc.
Bilibili is an iconic brand and a leading video
community with a mission to enrich the everyday life of young
generations in China. Bilibili offers a wide array of video-based
content with All the Videos You Like as its value proposition.
Bilibili builds its community around aspiring users, high-quality
content, talented content creators and the strong emotional bond
among them. Bilibili pioneered the “bullet chatting” feature, a
live commenting function that has transformed the viewing
experience by displaying thoughts and feelings of other audience
viewing the same video. It has now become the welcoming home of
diverse interests for young generations in China and the frontier
to promote Chinese culture across the world.
For more information, please visit:
http://ir.bilibili.com.
Safe Harbor Statement
This announcement contains forward-looking
statements. These statements are made under the “safe harbor”
provisions of the U.S. Private Securities Litigation Reform Act of
1995. These forward-looking statements can be identified by
terminology such as “will,” “expects,” “anticipates,” “aims,”
“future,” “intends,” “plans,” “believes,” “estimates,” “confident,”
“potential,” “continue,” or other similar expressions. Bilibili may
also make written or oral forward-looking statements in its
periodic reports to the U.S. Securities and Exchange Commission, in
its interim and annual reports to shareholders, in announcements,
circulars or other publications made on the website of The Stock
Exchange of Hong Kong Limited (the “Hong Kong Stock Exchange”), in
press releases and other written materials and in oral statements
made by its officers, directors or employees to third parties.
Statements that are not historical facts, including but not limited
to statements about Bilibili’s beliefs and expectations, are
forward-looking statements. Forward-looking statements involve
inherent risks and uncertainties. A number of factors could cause
actual results to differ materially from those contained in any
forward-looking statement, including but not limited to the
following: the impact of the COVID-19 pandemic on Bilibili’s
business, results of operations, financial condition, and stock
price; Bilibili’s strategies; Bilibili’s future business
development, financial condition and results of operations;
Bilibili’s ability to retain and increase the number of users,
members and advertising customers, provide quality content,
products and services, and expand its product and service
offerings; competition in the online entertainment industry;
Bilibili’s ability to maintain its culture and brand image within
its addressable user communities; Bilibili’s ability to manage its
costs and expenses; PRC governmental policies and regulations
relating to the online entertainment industry, general economic and
business conditions globally and in China and assumptions
underlying or related to any of the foregoing. Further information
regarding these and other risks is included in the Company’s
filings with the Securities and Exchange Commission and the Hong
Kong Stock Exchange. All information provided in this announcement
is as of the date of the announcement, and the Company undertakes
no duty to update such information, except as required under
applicable law.
For investor and media inquiries, please
contact:
In China:
Bilibili Inc.Juliet YangTel: +86-21-2509-9255
Ext. 8523E-mail: ir@bilibili.com
The Piacente Group, Inc.Emilie WuTel:
+86-21-6039-8363E-mail: bilibili@tpg-ir.com
In the United States:
The Piacente Group, Inc.Brandi PiacenteTel:
+1-212-481-2050E-mail: bilibili@tpg-ir.com
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