BEIJING, Aug. 27, 2013 /PRNewswire/ -- Qihoo 360
Technology Co. Ltd. ("Qihoo 360" or the "Company") (NYSE: QIHU)
today announced that it plans to offer US$550 million principal amount of convertible
senior notes due 2018, subject to market conditions and other
factors. Qihoo 360 plans to grant the initial purchasers of the
notes a 30-day option to purchase up to an additional US$50 million principal amount of notes to cover
over-allotments, if any. The notes will be convertible into Qihoo
360's American Depositary Shares ("ADSs"), with every two ADSs
representing three Class A ordinary shares of Qihoo 360. The notes
will mature on September 15, 2018.
The notes may be redeemed by Qihoo 360 under certain circumstances
on or after September 20, 2016.
It is also contemplated that holders will have the right to require
Qihoo 360 to repurchase the notes on September 15, 2016 or upon the occurrence of
certain fundamental changes. Qihoo 360 anticipates using the
proceeds for general corporate purposes. 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 notes are to be offered and sold in a private placement to
qualified institutional buyers pursuant to Rule 144A and to
non-U.S. persons outside the United
States pursuant to Regulation S under the United States
Securities Act of 1933, as amended.
The notes, the ADSs deliverable upon conversion of the notes and
the Class A ordinary shares represented thereby, have not been and
will not be registered under the Securities Act or the securities
laws of any other place, and may not be offered or sold in
the United States absent
registration or an applicable exemption from registration
requirements. This press release does not constitute an offer to
sell or the solicitation of an offer to buy the securities, nor
will there be any 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
offering of the notes, and there can be no assurance that the
offering will be completed.
For investor and media inquiries, please contact:
Qihoo 360 Technology Co. Ltd.
In China:
Tel: +86 10-5878-1574
E-mail: ir@360.cn
In the U.S.:
The Piacente Group, Inc.
Brandi Floberg or Lee Roth
Tel: (212) 481-2050
E-mail: qihu@tpg-ir.com
SOURCE Qihoo 360 Technology Co. Ltd.