JD.com Announces Pricing of US$1.0 Billion Notes Offering
January 07 2020 - 4:10PM
JD.com, Inc. (NASDAQ: JD), China’s leading technology driven
e-commerce company and retail infrastructure service provider,
today announced the pricing of its public offering of US$1.0
billion aggregate principal amount of its notes. The public
offering consists of US$700.0 million of 3.375% notes due 2030 and
US$300.0 million of 4.125% notes due 2050. The notes have been
registered under the U.S. Securities Act of 1933, as amended, and
are expected to be listed on the Singapore Exchange Securities
Trading Limited.
The Company expects to receive net proceeds from
the offering of approximately US$988.3 million, after deducting
underwriting discounts and commissions and estimated offering
expenses. The Company intends to use the net proceeds from the
offering for general corporate purposes and refinancing.
The joint bookrunners of the offering are BofA
Securities, Inc. and UBS AG Hong Kong Branch.
The Company has an automatic shelf registration
statement on Form F-3 (including a base prospectus) on file with
the U.S. Securities and Exchange Commission (the “SEC”) and has
filed a related preliminary prospectus supplement with the SEC for
the offering of the notes. When available, the final prospectus
supplement for the offering of the notes will be filed with the
SEC. The offering is being made only by means of the prospectus
supplement and accompanying base prospectus. Before you invest, you
should read the prospectus supplement and accompanying base
prospectus and other documents that the Company has filed with the
SEC for more complete information about the Company and the
offering. You may obtain these documents free of charge by visiting
EDGAR on the SEC website at www.sec.gov. Alternatively, the
Company, any underwriter or any dealer participating in the
offering will arrange to send an investor the prospectus if the
investor requests it by calling BofA Securities, Inc. toll-free at
+1 (800) 294-1322 and UBS Securities LLC at +1 (203) 719-1088.
This announcement is not an offer of the
securities for sale in the United States and shall not constitute
an offer to sell or the solicitation of an offer to buy, nor shall
there be any sale of, these securities in any state or jurisdiction
in which such offer, solicitation or sale would be unlawful prior
to registration or qualification under the securities laws of any
such state or jurisdiction. The securities referred to herein have
not been and will not be registered under the applicable securities
laws of any jurisdiction outside of the United States.
About JD.com
JD.com is a leading technology driven e-commerce
company and retail infrastructure service provider in China. Its
cutting-edge retail infrastructure enables consumers to buy
whatever they want, whenever and wherever they want it. The company
has opened its technology and infrastructure to partners, brands
and other sectors, as part of its Retail as a Service offering to
help drive productivity and innovation across a range of
industries. JD.com is the largest retailer in China, a member of
the NASDAQ100 and a Fortune Global 500 company.
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,” “future,”
“intends,” “plans,” “believes,” “estimates,” “confident” and
similar statements. Among other things, the description of the
proposed offering in this announcement contain forward-looking
statements. JD.com may also make written or oral forward-looking
statements in its periodic reports to the SEC, in its annual report
to shareholders, 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
statements about JD.com’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: JD.com’s growth strategies; its future business
development, results of operations and financial condition; its
ability to attract and retain new customers and to increase
revenues generated from repeat customers; its expectations
regarding demand for and market acceptance of its products and
services; trends and competition in China’s e-commerce market;
changes in its revenues and certain cost or expense items; the
expected growth of the Chinese e-commerce market; Chinese
governmental policies relating to JD.com’s industry and general
economic conditions in China. Further information regarding these
and other risks is included in JD.com’s filings with the SEC. All
information provided in this press release and in the attachments
is as of the date of this press release, and JD.com undertakes no
obligation to update any forward-looking statement, except as
required under applicable law.
Contacts
Investor RelationsRuiyu LiSenior Director of Investor
Relations+86 (10) 8912-6805IR@JD.com
Media+86 (10) 8911-6155Press@JD.com
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