- Offering size increased from US$400
million to US$500 million to
address investor demand; full exercise of 15% 'greenshoe' option
brings total offering to US$575
million
- New financing will support Sea's business expansion, including
the continued expansion of Sea's rapidly-growing e-commerce
platform, Shopee
SINGAPORE, June 18, 2018 /PRNewswire/ -- Sea Limited (NYSE:
SE) ("Sea" or the "Company") today announced the completion of its
previously announced offering of US$575
million aggregate principal amount of 2.25% Convertible
Senior Notes due 2023 (the "Notes"). To address strong investor
demand, the company increased the offering size from an initial
US$400 million to US$500 million, and a full exercise of a 15%
'greenshoe' option by the initial purchaser brought the total
offering size to US$575 million.
Sea expects to use the net proceeds from this offering for
business expansion and other general corporate purposes, including
supporting the growth of the Company's e-commerce platform,
Shopee.
"With this additional capital further bolstering our balance
sheet, we are in an excellent position to continue to capture the
significant growth opportunity ahead of us, particularly in the
highly promising e-commerce sector where Shopee is already a
regional leader," said Forrest Li,
Chairman and Group Chief Executive Officer of Sea. "The
enthusiastic response to this offering highlights the strength of
global investor interest in Sea's unique position at the heart of
our region's burgeoning consumer growth story, and we believe this
convertible notes offering is a highly cost-effective means for us
to tap into this demand. We are pleased to deepen our engagement
with several of our existing investors through this transaction,
and to partner with a number of new investors who share our
excitement in the potential of our region and recognize Sea's
unrivaled leadership."
Mr. Li continued, "Shopee is scaling rapidly, ahead of our
already ambitious expectations, and benefiting from ever improving
cost efficiencies as it grows. We intend to continue to invest in
extending our leadership position in e-commerce, and in providing
new and innovative services that will ensure buyers and sellers
across the region enjoy a superior e-commerce experience on
Shopee."
Rapid Growth and Improving Cost Efficiencies at
Shopee
Shopee has grown rapidly over the last year and in the first
quarter of 2018 recorded gross merchandise value ("GMV") of
US$1.9 billion, representing an
increase of 199.5% year-on-year from the first quarter of 2017. The
Company recently raised its guidance for e-commerce GMV for the
full year of 2018 to a range between US$8.2
billion and US$8.7 billion,
representing 99.4% to 111.5% growth from 2017. Sea had previously
predicted that e-commerce GMV would be between US$7.5 billion and US$8.0
billion, representing 82.4% to 94.5% growth.
Shopee is also benefiting from improved cost efficiencies as it
expands, with sales and marketing expenses at Shopee in the first
quarter of 2018 falling both in absolute terms and as a percentage
of GMV, compared to the fourth quarter of 2017. In the first
quarter of 2018, Shopee's sales and marketing expenses were 6.6% of
GMV, compared to 8.5% of GMV in the fourth quarter of 2017.
In recent quarters, Shopee has also introduced a number of
value-added services to improve the e-commerce experience for the
platform's fast growing seller base across the region. These
include 'Service by Shopee', which gives sellers a choice of
value-added services such as inventory management, online store
operations, and fulfillment
services, and 'Shopee Logistics Service', which is tailored to
sellers with complex logistical requirements such as cross-border
fulfillment.
Completion of Convertible Notes Offering
The Notes were offered to qualified institutional buyers
pursuant to Rule 144A under the United States Securities Act of
1933, as amended (the "Securities Act"), and certain non-U.S.
persons in offshore transactions in compliance with Regulation S
under the Securities Act. The Notes are senior, unsecured
obligations of the Company, and interest is payable semi-annually
in cash at a rate of 2.25% per annum in arrears on January 1 and July
1 of each year, beginning on January
1, 2019. The Notes mature on July 1,
2023 unless redeemed, repurchased or converted prior to such
date according to the terms of the Notes. The Notes are convertible
into the Company's American depositary shares ("ADSs"), each
representing one Class A ordinary share of the Company, based on an
initial conversion rate of 50.5165 of ADSs per US$1,000 principal amount of Notes (which is
equivalent to an initial conversion price of approximately
US$19.80 per ADS and represents an
approximately 32.5% conversion premium over the closing trading
price of the Company's ADSs on June 13,
2018, which was US$14.94 per
ADS). The conversion rate is subject to certain customary
adjustments upon occurrence of certain events. Upon conversion, the
Notes may be settled in ADSs, cash or a combination of cash and
ADSs, at the Company's election. Sea may not redeem the Notes prior
to maturity except in the event of certain changes in the tax laws
of a relevant taxing jurisdiction. Holders of the Notes have the
right to require the Company to repurchase at par for cash all or
part of their Notes upon occurrence of certain events that
constitute a fundamental change under the indenture governing the
Notes.
This press release does not constitute an offer to sell or a
solicitation of an offer to purchase any of these securities, in
the United States or elsewhere,
and does not constitute an offer, solicitation or sale of the
Notes, ADSs and Class A ordinary shares of the Company in any state
or jurisdiction in which such an offer, solicitation or sale would
be unlawful.
About Sea Limited
Sea's mission is to better the lives of the consumers and small
businesses of our region with technology. Our region includes the
key markets of Indonesia,
Taiwan, Vietnam, Thailand, the
Philippines, Malaysia and
Singapore. Sea operates three
platforms across digital entertainment, e-commerce, and digital
financial services, known as Garena, Shopee, and AirPay,
respectively.
Safe Harbor Statement
This announcement contains forward-looking statements within the
meaning of Section 27A of the Securities Act, and Section 21E of
the Securities Exchange Act of 1934, as amended. 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 "may," "will,"
"expect," "anticipate," "future," "intend," "plan," "believe,"
"estimate," "is/are likely to," "confident" or other similar
statements. Sea may also make forward-looking statements in its
periodic reports to the U.S. Securities and Exchange Commission, 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. All information provided
in this press release is as of the date of the issuance, and the
Company assumes no obligation to update the forward-looking
statements in this press release and elsewhere except as required
under applicable law. Statements that are not historical facts,
including statements about the Company'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. Further information regarding these and
other risks is included in Sea's annual report on Form 20-F for the
fiscal year ended December 31, 2017
and other filings with the Securities and Exchange Commission.
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SOURCE Sea Limited