iQIYI Announces the Closing of Its Offering of US$600 Million Convertible Senior Notes due 2028 and Concurrent Repurchase of Convertible Senior Notes due 2026
The Notes are senior and unsecured obligations of the Company. The Notes rank effectively junior to any of the Company's secured indebtedness (including certain Company's obligations related to the outstanding convertible notes due 2028) to the extent of the value of the assets securing such indebtedness. Holders of the Notes may not convert the Notes at any time on or prior to the 40th day following the last date of original issuance of the Notes (such date, the "Compliance Period End Date"). After the Compliance Period End Date and prior to the close of business on the business day immediately preceding September 15, 2027, the Notes will be convertible only if certain conditions are met. On or after September 15, 2027 until the close of business on the second scheduled trading day immediately preceding the maturity date, the Notes will be convertible at any time. Upon conversion, holders will receive cash, the American Depositary Shares, each representing seven Class A ordinary shares, with par value of
The Notes were offered in offshore transactions outside
Shortly after the pricing of the Notes, the Company entered into separate and individually privately negotiated agreements with certain holders of the Company's 4% convertible senior notes due 2026 (the "Existing Notes") to repurchase approximately
Holders of the Existing Notes that agreed to sell their Existing Notes in such Repurchase Transactions, as well as other holders of the Company's debt securities that the Company may repurchase in the future (in particular, holders that employ a convertible arbitrage strategy with respect to their securities) may purchase the Company's ADSs in the market and/or in privately negotiated transactions and/or enter into or unwind economically equivalent derivative transactions, with respect to the Company's ADSs to hedge their exposure in connection with these Repurchase Transactions and their investment in the debt securities. In addition, certain purchasers of the Notes may establish short positions with respect to their ADSs by short selling the Company's ADSs or by entering into short derivative positions with respect to the Company's ADSs, in each case, in connection with the Notes Offering. Any of the above market activities could affect the market price of the Company's ADSs or the trading price of the Notes or other outstanding debt securities of the Company.
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.
About iQIYI, Inc.
iQIYI, Inc. is a leading provider of online entertainment video services in China. It combines creative talent with technology to foster an environment for continuous innovation and the production of blockbuster content. It produces, aggregates and distributes a wide variety of professionally produced content, as well as a broad spectrum of other video content in a variety of formats. The Company distinguishes itself in the online entertainment industry by its leading technology platform powered by advanced AI, big data analytics and other core proprietary technologies. iQIYI attracts a daily subscriber base of more than 100 million, and its diversified monetization model includes membership services, online advertising services, content distribution, online games, IP licensing, talent agency, online literature, etc.
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