Huazhu Group Limited (Nasdaq: HTHT), a leading and fast-growing
multi-brand hotel group in China with international coverage (the
“Company”), today announced the pricing of the global offering (the
“Global Offering”) of 20,422,150 new ordinary shares (the “Offer
Shares”), which comprises an international offering (the
“International Offering”) and a Hong Kong public offering (the
“Hong Kong Public Offering”). The final offer price for both the
International Offering and the Hong Kong Public Offering (the
“Offer Price”) has been set at HK$297 per Offer Share. Based on the
ratio of one ordinary share per Nasdaq-listed American depositary
share (“ADS”), the Offer Price translates to approximately
US$38.321 per ADS. Subject to approval from The Stock Exchange of
Hong Kong Limited (the “SEHK”), the Offer Shares are expected to
begin trading on the Main Board of the SEHK on September 22, 2020
under the stock code “1179.HK.” The Global Offering is expected to
close on the same day, subject to customary closing conditions.
The gross proceeds to the Company from the Global Offering,
before deducting underwriting fees and the offering expenses, are
expected to be approximately HK$6,065.4 million. In addition, the
Company has granted the international underwriters an option to
purchase additional ordinary shares, exercisable from September 16,
2020 until 30 days thereafter, to require the Company to issue up
to an additional 3,063,300 new ordinary shares at the Offer
Price.
The Company plans to use the net proceeds to fund the capital
expenditures and expenses to strengthen the Company’s hotel
network, including opening of new hotels and the upgrade and
on-going maintenance of existing hotels; to repay part of the
Company’s US$500 million revolving credit facility drawn down in
December 2019; to enhance the Company’s technology platform,
including our H Rewards loyalty program; and for general corporate
purposes.
Goldman Sachs (Asia) L.L.C. and CMB International Capital
Limited are the joint sponsors, joint global coordinators and joint
bookrunners for the proposed Offering. CLSA Limited, J.P. Morgan
(Asia Pacific) Limited and Morgan Stanley Asia Limited (in
alphabetical order) are also acting as the joint global
coordinators and joint bookrunners.
The International Offering is being made only by means of a
preliminary prospectus supplement dated September 9, 2020 and the
accompanying prospectus included in an automatic shelf registration
statement on Form F-3 filed with the U.S. Securities and Exchange
Commission (the “SEC”) on October 26, 2017, which automatically
became effective upon filing. The registration statement on Form
F-3 and the preliminary prospectus supplement are available at the
SEC website at: http://www.sec.gov. The final prospectus supplement
will be filed with the SEC and will be available on the SEC’s
website at: http://www.sec.gov. When available, copies of the final
prospectus supplement and the accompanying prospectus relating to
the offering may also be obtained from Goldman Sachs & Co.
L.L.C., 200 West Street, New York, NY 10282-2198, Attention:
Prospectus Department, or E-mail: Prospectus-NY@gs.com; CMB
International Capital Limited, 45/F, Champion Tower, 3 Garden Road,
Central, Hong Kong, Attention: Ethan Hu, E-mail: ecms@cmbi.com.hk;
CLSA Limited, 18/F, One Pacific Place, 88 Queensway, Hong Kong,
Attention: ECM Team, or E-mail: ib.ecm@clsa.com; J.P. Morgan (Asia
Pacific) Limited, 28/F, Chater House, 8 Connaught Road Central,
Hong Kong, E-mail: prospectus-eq_fi@jpmchase.com; or Morgan Stanley
& Co. LLC, 180 Varick Street, 2nd Floor, New York,
NY 10014, Attention: Prospectus Department, or E-mail:
prospectus@morganstanley.com.
This press release shall not constitute an offer to sell or the
solicitation of an offer or an invitation to buy any securities of
the Company, nor shall there be any offer or sale of these
securities in any state or other jurisdiction in which such offer,
solicitation or sale would be unlawful prior to the registration or
qualification under the securities laws of any such state or other
jurisdiction. This press release does not constitute a prospectus
(including as defined under the laws of Hong Kong) and potential
investors should read the prospectus of the Company for detailed
information about the Company and the proposed offering, before
deciding whether or not to invest in the Company. This press
release has not been reviewed or approved by the SEHK or the
Securities and Futures Commission of Hong Kong.
The price of the Offer Shares of the Company may be stabilized
in accordance with the Securities and Futures (Price Stabilization)
Rules. The details of the intended stabilization and how it will be
regulated under the Securities and Futures Ordinance (Chapter 571
of the laws of Hong Kong) have been contained in the prospectus of
the Company dated September 11, 2020.
About Huazhu Group Limited
Originated in China, Huazhu Group Limited is a world-leading
hotel group. As of June 30, 2020, Huazhu operated 6,187 hotels with
599,235 rooms in operation in 16 countries. Huazhu’s brands include
Hi Inn, Elan Hotel, HanTing Hotel, JI Hotel, Starway Hotel, Orange
Hotel, Crystal Orange Hotel, Manxin Hotel, Madison Hotel, Joya
Hotel, Blossom House, and Ni Hao Hotel. Upon the completion of
Deutsche Hospitality acquisition on January 2, 2020, Huazhu added
five brands to its portfolio, including Steigenberger Hotels &
Resorts, Maxx by Steigenberger, Jaz in the City, IntercityHotel and
Zleep Hotel. In addition, Huazhu also has the rights as master
franchisee for Mercure, Ibis and Ibis Styles, and co-development
rights for Grand Mercure and Novotel, in the pan-China region.
Safe Harbor Statement Under the U.S. Private Securities
Litigation Reform Act of 1995
The information in this release contains forward-looking
statements which involve risks and uncertainties, including
statements regarding the Company’s capital raising plan, business
strategy and expectations. Any statements contained herein that are
not statements of historical fact may be deemed to be
forward-looking statements, which may be identified by terminology
such as “may,” “should,” “will,” “expect,” “plan,” “intend,”
“anticipate,” “believe,” “estimate,” “predict,” “potential,”
“forecast,” “project,” or “continue,” the negative of such terms or
other comparable terminology. Readers should not rely on
forward-looking statements as predictions of future events or
results. Any or all of the Company’s forward-looking statements may
turn out to be incorrect. They can be affected by inaccurate
assumptions, risks and uncertainties and other factors which could
cause actual events or results to be materially different from
those expressed or implied in the forward-looking statements. In
evaluating these statements, readers should consider various
factors, including the anticipated growth strategies of the
Company, the future results of operations and financial condition
of the Company, the economic conditions of China and Europe, the
regulatory environment in China and Europe, the Company’s ability
to attract customers and leverage its brands, trends and
competition in the lodging industry, the expected growth of the
lodging market in China and Europe, the spread and impact of
COVID-19, and other factors and risks outlined in the Company’s
filings with the Securities and Exchange Commission, including its
annual report on Form 20-F and other filings. These factors may
cause the Company’s actual results to differ materially from any
forward-looking statement. In addition, new factors emerge from
time to time and it is not possible for the Company to predict all
factors that may cause actual results to differ materially from
those contained in any forward-looking statements. Any projections
in this release are based on limited information currently
available to the Company, which is subject to change. This release
also contains statements or projections that are based upon
information available to the public, as well as other information
from sources which the Company believes to be reliable, but it is
not guaranteed by the Company to be accurate, nor does the Company
purport it to be complete. The Company disclaims any obligation to
publicly update any forward-looking statements to reflect events or
circumstances after the date of this document, except as required
by applicable law.
Contact Information Huazhu Investor Relations Tel: +86 (21) 6195
9561 Email: ir@huazhu.com http://ir.huazhu.com
1 The translation from Hong Kong dollar amount to U.S. dollar
amount was made at the exchange rate of HK$7.7502 to US$1.00, which
is the exchange rate set forth in the H.10 statistical release of
The Board of Governors of the Federal Reserve System on September
11, 2020.
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