Ctrip plans $1 billion convertible debt offering
Staff writer ▼ | June 19, 2015
Ctrip.com International proposes to offer up to $1 billion in aggregate principal amount of convertible senior notes due 2020 and convertible senior notes due 2025, subject to market conditions.Article continues below
The conversion rate and other terms of the notes have not been finalized and will be determined at the time of pricing of the offering.
The company intends to grant to the initial purchaser a 30-day option to purchase up to an additional $150 million principal amount of the notes solely to cover over-allotments, if any.
The notes will be convertible into Ctrip's American depositary shares (ADSs), each representing as of the date of this press release 0.25 of an ordinary share of Ctrip, at the option of the holders, in integral multiples of $1,000 principal amount, at any time prior to the close of business on the second business day immediately preceding the maturity date.
Ctrip will not have the right to redeem the notes prior to maturity except in the event of certain tax law changes.
Holders of the notes will have the right to require the company to repurchase for cash all or part of the 2020 notes on July 1, 2018 and all or part of the 2025 notes on July 1, 2020, at a repurchase price equal to 100% of the principal amount of the notes to be repurchased, plus accrued and unpaid interest to, but excluding, the repurchase date.
The company intends to use a portion of the net proceeds of the offering to pay the cost of call spread transactions which it expects to enter into with one or more third party financial institutions.
The company plans to use the remainder of the net proceeds from this offering for other general corporate purposes, including a concurrent repurchase of its ADSs and potential note retirement from time to time. ■ What to read next
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