Huazhu Group Limited (Nasdaq: HTHT), a leading and fast-growing
multi-brand hotel group in China with international coverage (the
“Company” or “Huazhu”), today announced the launch of its Hong Kong
public offering (the “Hong Kong Public Offering”), which forms part
of the global offering (the “Offering”) of 20,422,150 new ordinary
shares (the “Offer Shares”) and listing of its ordinary shares on
the Main Board of The Stock Exchange of Hong Kong Limited (the
“HKEx”) under the stock code “1179.HK.”
The Company’s American depositary shares (“ADSs”), each
representing one ordinary share of the Company, will continue to be
listed and traded on the Nasdaq Global Select Market (“Nasdaq”).
Investors in the Offering will only be able to purchase ordinary
shares and will not be able to take delivery of ADSs. Upon listing
in Hong Kong, the ordinary shares listed on the HKEx will be fully
fungible with the ADSs listed on Nasdaq.
The Offering initially comprises 2,042,300 new Offer Shares
under the Hong Kong Public Offering and 18,379,850 new Offer Shares
for the international offering (the “International Offering”),
representing approximately 10% and 90% of the total number of Offer
Shares in the Offering, respectively, subject to re-allocation and
over-allotment. Subject to the level of oversubscription in the
Hong Kong Public Offering and pursuant to the clawback mechanism as
described in the prospectus issued by the Company in Hong Kong
dated September 11, 2020, the total number of ordinary shares
available under the Hong Kong Public Offering could be adjusted to
up to a maximum of 7,556,200, representing approximately 37% of the
Offer Shares initially available under the Offering. In addition,
the Company expects to grant the international underwriters an
over-allotment option to require us to issue up to an additional
3,063,300 new ordinary shares in the International Offering,
representing no more than 15% of the Offer Shares initially
available under the Offering.
The offer price for the Hong Kong Public Offering (the “Hong
Kong Offer Price”) will be no more than HK$368.00 per ordinary
share (the “Maximum Offer Price”). The offer price for the
International Offering tranche of the Offering (the “International
Offer Price”) may be set higher than the Maximum Offer Price. The
Company will set the International Offer Price by September 16,
2020 Hong Kong time by taking into consideration, among other
factors, the closing price of the ADSs on Nasdaq on the last
trading day on or before September 16, 2020 and investor demand
during the marketing process. The final Hong Kong Offer Price will
be set at the lower of the final International Offer Price and the
Maximum Offer Price of HK$368.00 per ordinary share. Ordinary
shares will be traded in board lots of 50 ordinary shares.
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.
The Company has decided to adopt a fully electronic application
process for the Hong Kong Public Offering, with no printed copies
of prospectuses or application forms. A fully electronic
application process is consistent with the way in which the
Company’s users and stakeholders engage and interact with each
other and the Company. The prospectus is available at the website
of the HKEx at www.hkexnews.hk and the Company’s website at
https://ir.huazhu.com/.
The Company encourages applicants for the Hong Kong Public
Offering to read its prospectus and apply online through the White
Form eIPO service at www.eipo.com.hk, or through the CCASS EIPO
service (directly or through their brokers or custodians). The Hong
Kong Public Offering will commence at 9:00 a.m. on Friday,
September 11, 2020 Hong Kong time and will close at 12:00 noon on
Wednesday, September 16, 2020 Hong Kong time. Dealings in ordinary
shares of the Company are expected to commence at 9:00 a.m. on
Tuesday, September 22, 2020.
Potential applicants may call the enquiry hotline of
Computershare Hong Kong Investor Services Limited if they have any
question about making applications in the Hong Kong Public
Offering. The hotline number is +852 2862 8646 and will be open
from 9:00 a.m. to 9:00 p.m. on Friday, September 11, 2020, Monday,
September 14, 2020, Tuesday, September 15, 2020 and from 9:00 a.m.
to 6:00 p.m. on Saturday, September 12, 2020 and Sunday, September
13, 2020 and from 9:00 a.m. to 12:00 noon on Wednesday, September
16, 2020 Hong Kong time.
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 for the proposed Offering.
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. Copies of the preliminary
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; and CMB
International Capital Limited, 45/F, Champion Tower, 3 Garden Road,
Central, Hong Kong, Attention: Ethan Hu, E-mail: ecm@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; and Morgan
Stanley & Co. LLC, 180 Varick Street, 2nd Floor, New York,
NY 10014, Attention: Prospectus Department, or E-mail:
prospectus@morganstanley.com.
The proposed Offering is subject to market and other conditions,
and there can be no assurance as to whether or when the Offering
may be completed, or as to the actual size or terms of the
Offering. 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 Stock Exchange of
Hong Kong Limited 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) will be 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
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