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March 10, 2014 /PRNewswire/ -- Vipshop Holdings Limited (NYSE: VIPS) (the "Company"),
China's leading online discount retailer for brands, announced today the commencement of (i) a registered underwritten public offering by the Company of its convertible senior notes due 2019 (the "Notes") and (ii) a registered underwritten public offering by certain shareholders of the Company of American Depositary Shares, each representing two ordinary shares, par value
$0.0001 per share, of the Company (the "ADSs").
The Company proposes to offer
US$400 million aggregate principal amount of the Notes, subject to market conditions. The Company intends to grant to the underwriters of the Notes offering a 30-day option to purchase up to an additional
US$60 million aggregate principal amount of the Notes. The Notes will be convertible at any time prior to the close of business on the second business day immediately preceding the maturity date. Upon conversion, holders will receive ADSs. The interest rate, conversion rate and certain other terms of the Notes will be determined at the time of pricing of the Notes. The Company intends to use a portion of the proceeds of the Notes offering for repayment of existing indebtedness under certain of its facility agreements, which were incurred in connection with a recent acquisition, and the remainder for general corporate purposes.
Concurrently with the offering of the Notes, certain shareholders of the Company are offering an aggregate of 1,140,000 ADSs, representing 2,280,000 ordinary shares, par value
$0.0001 per share, subject to market conditions. The selling shareholders intend to grant to the underwriters a 30-day option to purchase up to an aggregate of 171,000 additional ADSs.
The Company will not receive any proceeds from the sale of the ADSs by the selling shareholders.
The offering of the Notes is not contingent on the closing of the concurrent secondary offering of the ADSs, and the concurrent secondary offering of the ADSs is not contingent on the closing of the offering of the Notes.