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 1.25% Convertible Senior Notes due 2027 (CUSIP No.
090040AD8) (the “Notes”) that, pursuant to the Indenture dated as
of June 2, 2020 (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 June 15, 2023 (the “2023 Repurchase
Right”) and June 15, 2025. Holders of the Notes may exercise the
2023 Repurchase Right from 12:01 a.m., New York City time, on
Monday, May 15, 2023 until 5:00 p.m., New York City time, on
Tuesday, June 13, 2023.
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 2023 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 2023 Repurchase Right.
The 2023 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, June 15, 2023, which is the date specified for
repurchase in the Indenture (the “2023 Repurchase Date”), subject
to the terms and conditions of the Indenture and the Notes. The
2023 Repurchase Date is an interest payment date under the terms of
the Indenture and the Notes. Accordingly, on Thursday, June 15,
2023, the interest payment date, the Company will pay accrued and
unpaid interest on all of the Notes through June 14, 2023 to all
holders who were holders of record as of close of business on
Thursday, June 1, 2023, regardless of whether the 2023 Repurchase
Right is exercised with respect to such Notes. On the 2023
Repurchase Date, there will be no accrued and unpaid interest on
the Notes. As of May 8, 2023, there was US$745,999,000 in aggregate
principal amount of the Notes outstanding. If all outstanding Notes
are surrendered for repurchase through exercise of the 2023
Repurchase Right, the aggregate cash purchase price will be
US$745,999,000.
In order to exercise the 2023 Repurchase Right,
a holder must follow the transmittal procedures set forth in the
Company’s 2023 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
2023 Repurchase Right at any time prior to 5:00 p.m., New York City
time, on Tuesday, June 13, 2023, which is the second business day
immediately preceding the 2023 Repurchase Date. If a holder has
tendered any Notes pursuant to the 2023 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 May 8,
2023 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 2023 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
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 ChinaBilibili 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 StatesPiacente
Financial CommunicationsBrandi PiacenteTel: +1-212-481-2050E-mail:
bilibili@tpg-ir.com
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