Huazhu Group Limited (Nasdaq: HTHT and HKEx: 1179), a leading and
fast-growing multi-brand hotel group in China with international
coverage (the “Company”), today announced that it is notifying
holders of its 0.375% Convertible Senior Notes due 2022 (CUSIP No.
16949N AC3) (the “Notes”) that pursuant to the Indenture dated as
of November 3, 2017 (the “Indenture”) relating to the Notes by and
between the Company and Wilmington Trust, National Association, as
trustee and paying agent, each holder has the right, at the option
of such holder, to require the Company to purchase all of such
holder’s Notes or any portion of the principal thereof that is
equal to US$1,000 principal amount (or an integral multiple
thereof) for cash (the “Put Right”) on November 2, 2020 (the
“Repurchase Date”). The Put Right expires at 5:00 p.m., New York
City time, on Thursday, October 29, 2020.
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 Put Right will be available through the Depository
Trust Company and the paying agent, which is Wilmington Trust,
National Association. None of the Company, its board of directors,
executive management 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 Put Right.
The Put Right entitles each holder of the Notes to
require the Company to repurchase all or a portion of such holder’s
Notes in principal amounts equal to US$1,000 or integral multiples
thereof. The repurchase price for such Notes will be equal to 100%
of the principal amount of the Notes to be repurchased, plus any
accrued and unpaid interest to, but excluding, the Repurchase Date,
subject to the terms and conditions of the Indenture and the Notes.
The next interest payment date for the Notes is Sunday, November 1,
2020. Accordingly, on the next succeeding business day, November 2,
2020, the Company will pay accrued and unpaid interest on all of
the Notes through October 31, 2020, to all holders who were holders
of record on October 15, 2020, regardless of whether the Put Right
is exercised with respect to such Notes. As a result, on the
Repurchase Date, the Repurchase Price will include one day of
accrued and unpaid interest on the Notes. On the Repurchase Date,
the repurchase price will be paid in cash to the holders who
exercise the Put Right. As of September 28, 2020, there was
US$474,992,000 in aggregate principal amount of the Notes
outstanding. If all outstanding Notes are surrendered for
repurchase through exercise of the Put Right, the aggregate cash
purchase price will be US$474,992,000, plus accrued and unpaid
interest to, but excluding, the Repurchase Date.
The opportunity for holders of the Notes to
exercise the Put Right commences at 9:00 a.m., New York City time,
on Thursday, October 1, 2020, and will terminate at 5:00 p.m., New
York City time, on Thursday, October 29, 2020. In order to exercise
the Put Right, a holder must follow the transmittal procedures set
forth in the Company’s Put Right Notice to holders (the “Put Right
Notice”), which is available through the Depository Trust Company
and Wilmington Trust, National Association. Holders may withdraw
any previously tendered Notes pursuant to the terms of the Put
Right at any time prior to 5:00 p.m., New York City time, on
Thursday, October 29, 2020, which is the second business day
immediately preceding the Repurchase Date, or as otherwise provided
by applicable law.
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
made only pursuant to, and the Notes may be tendered only in
accordance with the Company’s Put Right Notice dated September 30,
2020 and related documents. Holders of Notes may request a copy of
the Company’s Put Right Notice from the paying agent, Wilmington
Trust, National Association by emailing
DTC@wilmingtontrust.com.
HOLDERS OF NOTES AND OTHER INTERESTED PARTIES ARE
URGED TO READ THE COMPANY’S SCHEDULE TO, PUT RIGHT NOTICE AND OTHER
RELEVANT DOCUMENTS FILED WITH THE SEC WHEN THEY BECOME AVAILABLE
BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT HUAZHU GROUP
LIMITED AND THE PUT RIGHT.
Materials filed with the SEC will be available
electronically without charge at the SEC’s website, www.sec.gov.
Documents filed with the SEC may also be obtained without charge at
the Company’s website, https://ir.huazhu.com/.
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 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 InformationHuazhu Investor RelationsTel:
+86 (21) 6195 9561Email: ir@huazhu.comhttp://ir.huazhu.com
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