BEIJING, Jan 22, 2021 (GLOBE NEWSWIRE) – 21Vianet Group, Inc. (Nasdaq: VNET) (“21Vianet” or the “Company”), a leading carrier-neutral and cloud-neutral data center service provider in China, announced its pricing today announced the previously announced offer (the “Notes Offering”) of $ 525 million of the total face value of the Senior Convertible Notes due in 2026 (the “Notes”). The Company has granted first-time buyers of the Notes a 13-day option to purchase up to an additional $ 75 million in total face value of the Notes. The company plans to use the net proceeds from the Notes offering to expand its data center infrastructure and to repay the company’s outstanding senior notes due by 2021 and other general corporate purposes.
The Notes will not earn regular interest and the principal amount of the Notes will not accrue. The Notes will mature on February 1, 2026 unless they are redeemed, redeemed or converted in accordance with their terms prior to that date. At issue, the bonds are general, unsecured obligations of 21Vianet. The Notes may be converted into cash at the Company’s choice, the Company’s American Depositary Shares (the “ADSs”), which currently represent six each of the Company’s Class A common shares, or a combination of cash and ADSs. The initial conversion rate of the Notes is 18.3574 ADS per $ 1,000 face value of the Notes (which equates to an initial conversion price of approximately USD 54.47 per ADS and an conversion premium of approximately 40% above the closing rate of the Company’s ADS January 21, 2021 ( 38.91 USD per ADS) The exchange rate is subject to adjustment in the event of certain events in accordance with the provisions of the Appendix.
The Company will not be able to repay the Notes before February 6, 2024, unless certain changes in tax law or related events occur. The Company may, in its sole discretion, repay the Notes on or after February 6, 2024 and on or before the 40th planned trading day immediately before the Maturity Date, subject to certain requirements, at a redemption price equal to 100% of the nominal amount of the Notes to be redeemed plus accrued and unpaid special interest, if any, up to and including the optional repayment date.
The holders of the Notes have the right to require the Company to repurchase all of their Notes or a portion of the capital on February 1, 2024 or in the event of certain fundamental changes under certain conditions in the event of a cash repurchase price or a fundamental change repurchase price, which corresponds to 100% of the nominal amount of the bonds to be repurchased plus accrued and unpaid special interest, if any, up to the repurchase date or the repurchase date of the fundamental change, as the case may be. In addition, following certain corporate events that occur before the Due Date or after the Company sends a redemption notice, the Company will, in certain circumstances, increase the conversion rate for a holder who elects to convert their Notes in connection with such a corporate event or such Notice of return.
The Company expects to close the Notes Offering on or about January 26, 2021 provided the customary closing conditions are met.
The Notes were offered in the United States to persons who were reasonably believed to be qualified institutional buyers under Rule 144A of the Securities Act of 1933, as amended (the “Securities Act”). The Notes, any ADS that may be delivered in the conversion of the Notes and the Class A common stock represented therein have not been and will not be registered under the Securities Act or any other local securities laws and may not be offered or sold in the United States States with no 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 any securities, nor will any sale of the securities be made in any state or jurisdiction in which such offer, solicitation or sale would be unlawful .
This press release contains information regarding the outstanding offer of the Notes and no guarantee can be given that the Offer of Notes will be completed.
21Vianet Group, Inc. is a leading carrier- and cloud-neutral provider of data center services in China. 21Vianet provides hosting and related services, including IDC services, cloud services and VPN services, to improve the reliability, security and speed of its customers’ internet infrastructure. Customers can locate their servers and devices in 21Vianet’s data centers and connect to the Chinese Internet backbone. Operating in more than 20 cities across China, 21Vianet serves a diversified and loyal base of over 6,000 hosting and related corporate customers spanning a wide range of industries from internet companies to government agencies and blue chip companies to small and medium-sized businesses.
Safe Harbor Statement
This announcement contains forward-looking statements. These forward-looking statements are made pursuant to the “safe harbor” provisions of the US Private Securities Litigation Reform Act of 1995. These statements can be identified by terms such as “will”, “expectation”, “anticipation”, “future”. “Intends”, “plans”, “believes”, “estimates” and similar statements. Statements that are not historical facts, including statements about 21Vianet’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 statements. Information about these and other risks is contained in 21Vianet’s reports, which have been filed with or submitted to the SEC. All information contained in this press release is as of the date of this press release, and 21Vianet undertakes no obligation to update this information unless required by applicable law.
Investor Relations contacts:
21Vianet Group, Inc.
+86 10 8456 2121
+86 10 8456 2121
+1 (646) 405-4922