GDS Prices Offering of American Depositary Shares in connection with the Delta Placement of Borrowed ADSs

Core Viewpoint - GDS Holdings Limited has announced a public offering of 6,000,000 American Depositary Shares (ADSs) at a price of US$24.50 per ADS, which will be loaned to an affiliate of the underwriter, with the company not receiving any proceeds from this offering [1][2][3]. Offering Details - The Delta Placement of Borrowed ADSs involves 6,000,000 ADSs, each representing eight Class A ordinary shares, priced at US$24.50 per ADS [1]. - The company will receive a nominal lending fee from the ADS Borrower, which will be used to pay for the underlying Class A ordinary shares [2]. - The Borrowed ADSs will not be considered outstanding for earnings per ADS calculations, implying no dilution for existing shareholders [2]. Concurrent Offerings - The Borrowed ADSs will be sold alongside a Notes Offering of US$500 million in 2.25% convertible senior notes due 2032, which was increased from an initial offering size of US$450 million [4]. - The Notes Offering includes an option for initial purchasers to buy an additional US$50 million in notes within a 13-day period [4]. - A separate registered public offering of 5,200,000 Primary ADSs at the same price of US$24.50 per ADS has also been announced, with underwriters granted a 30-day option to purchase up to 780,000 additional Primary ADSs [5]. Company Overview - GDS Holdings Limited is a leading developer and operator of high-performance data centers in China, strategically located in major economic hubs [9]. - The company offers co-location and value-added services, including managed hybrid cloud services, and has a diverse customer base including hyperscale cloud service providers and large internet companies [9]. - GDS Holdings has a 24-year track record in service delivery and holds a 35.6% equity interest in Day One Data Centers Limited, which operates data centers in international markets [9].