Bilibili Inc. (“Bilibili” or the “Company”) (Nasdaq: BILI and HKEX:
9626), an iconic brand and a leading video community for young
generations in China, today announced that it is notifying holders
of its 0.50% Convertible Senior Notes due 2026 (CUSIP No.
090040AF3) (the “Notes”) that, pursuant to the Indenture dated as
of November 23, 2021 (the “Indenture”) relating to the Notes by and
between the Company and Deutsche Bank Trust Company Americas, as
trustee, each holder has the right, at the option of such holder,
to require the Company to repurchase all of such holder’s Notes or
any portion thereof that is an integral multiple of US$1,000
principal amount for cash on December 1, 2024 (the “Repurchase
Right”). Holders of the Notes may exercise the Repurchase Right
from 12:01 a.m., New York City time, on Tuesday, October 29, 2024
until 5:00 p.m., New York City time, on Wednesday, November 27,
2024.
As required by rules of the United States
Securities and Exchange Commission (the “SEC”), the Company will
file a Tender Offer Statement on Schedule TO today. In addition,
documents specifying the terms, conditions, and procedures for
exercising the Repurchase Right will be available through the
Depository Trust Company and the paying agent, which is Deutsche
Bank Trust Company Americas. None of the Company, its board of
directors, or its employees has made or is making any
representation or recommendation to any holder as to whether to
exercise or refrain from exercising the Repurchase Right.
The Repurchase Right entitles each holder of the
Notes to require the Company to repurchase all of such holder’s
Notes, or any portion thereof that is an integral multiple of
US$1,000 principal amount. The repurchase price for such Notes will
be an amount in cash equal to 100% of the principal amount of the
Notes to be repurchased, plus accrued and unpaid interest to, but
excluding, December 1, 2024, which is the date specified for
repurchase in the Indenture (the “Repurchase Date”), subject to the
terms and conditions of the Indenture and the Notes. The Repurchase
Date is an interest payment date under the terms of the Indenture
and the Notes. As December 1, 2024 is a Sunday, pursuant to the
Indenture and the Notes, on Monday, December 2, 2024, which is the
next succeeding business day, the Company will pay accrued and
unpaid interest on all of the Notes through November 29, 2024 to
all holders who were holders of record as of close of business on
Friday, November 15, 2024, regardless of whether the Repurchase
Right is exercised with respect to such Notes, with the same force
and effect as if paid on December 1, 2024 and no interest shall
accrue in respect of the delay. As a result, on the Repurchase
Date, there will be no accrued and unpaid interest on the Notes. As
of October 21, 2024, there was US$432,407,000 in aggregate
principal amount of the Notes outstanding. If all outstanding Notes
are surrendered for repurchase through exercise of the Repurchase
Right, the aggregate cash purchase price will be
US$432,407,000.
In order to exercise the Repurchase Right, a
holder must follow the transmittal procedures set forth in the
Company’s Repurchase Right Notice to holders (the “Repurchase Right
Notice”), which is available through the Depository Trust Company
and Deutsche Bank Trust Company Americas. Holders may withdraw any
previously tendered Notes pursuant to the terms of the Repurchase
Right at any time prior to 5:00 p.m., New York City time, on
Wednesday, November 27, 2024, which is the second business day
immediately preceding the Repurchase Date. If a holder has tendered
any Notes pursuant to the Repurchase Right, such Notes cannot be
converted unless the holder withdraws the tender in accordance with
the terms of the Indenture.
This press release is for information only and
is not an offer to purchase, a solicitation of an offer to
purchase, or a solicitation of an offer to sell the Notes or any
other securities of the Company. The offer to purchase the Notes
will be only pursuant to, and the Notes may be tendered only in
accordance with, the Company’s Repurchase Right Notice dated
October 21, 2024 and related documents.
Holders of the Notes should refer to the
Indenture for a complete description of repurchase procedures and
direct any questions concerning the mechanics of repurchase to the
Trustee by contacting Deutsche Bank Trust Company Americas. Holders
of Notes may request the Company’s Repurchase Right Notice from the
paying agent, at Deutsche Bank Trust Company Americas, c/o DB
Services Americas Inc., 5022 Gate Parkway Suite 200, MS JCK01-218,
Jacksonville, FL 32256.
HOLDERS OF NOTES AND OTHER INTERESTED
PARTIES ARE URGED TO READ THE COMPANY’S TENDER OFFER STATEMENT ON
SCHEDULE TO, REPURCHASE RIGHT NOTICE, AND OTHER RELEVANT DOCUMENTS
FILED WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL
CONTAIN IMPORTANT INFORMATION ABOUT BILIBILI INC. AND THE
REPURCHASE RIGHT.
Materials filed with the SEC will be available
electronically without charge at the SEC’s website,
http://www.sec.gov. Documents filed with the SEC may also be
obtained without charge at the Company’s investor relations
website, http://ir.bilibili.com.
About Bilibili Inc.
Bilibili is an iconic brand and a leading video
community with a mission to enrich the everyday lives 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 bonds
among them. Bilibili pioneered the “bullet chatting” feature, a
live comment function that has transformed our users’ viewing
experience by displaying the thoughts and feelings of audience
members viewing the same video. The Company has now become the
welcoming home of diverse interests among young generations in
China and the frontier for promoting Chinese culture across the
world.
For more information, please visit:
http://ir.bilibili.com.
For investor and media inquiries, please
contact:
In China:Bilibili Inc.Juliet YangTel:
+86-21-2509-9255 Ext. 8523E-mail: ir@bilibili.com
Piacente Financial CommunicationsHelen WuTel:
+86-10-6508-0677E-mail: bilibili@tpg-ir.com
In the United States:Piacente Financial
CommunicationsBrandi PiacenteTel: +1-212-481-2050E-mail:
bilibili@tpg-ir.com
Bilibili (NASDAQ:BILI)
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