Luckin Coffee Inc. Announces Proposed Offering of US$400 Million Convertible Senior Notes
January 07 2020 - 6:05PM
Luckin Coffee Inc. (“Luckin Coffee” or the “Company”) (NASDAQ: LK),
a pioneer of a technology-driven new retail model to provide coffee
and other products of high quality, high affordability, and high
convenience to customers, today announced the proposed offering
(the “Notes Offering”) of US$400 million in aggregate principal
amount of convertible senior notes due 2025 (the “Notes”), subject
to market and other conditions. The Company intends to grant the
initial purchasers in the Notes Offering an option to purchase up
to an additional US$60 million in aggregate principal amount of the
Notes.
The Company plans to use the net proceeds from
the Notes Offering for general corporate purposes, which may
include store network expansion, unmanned retail initiative,
capital expenditure, research and development, sales and marketing,
business development, international expansion, working capital, and
other general and administrative matters.
The Notes will be senior, unsecured obligations
of Luckin Coffee. The Notes will mature on January 15, 2025, unless
repurchased, redeemed or converted in accordance with their terms
prior to such date. The Notes will be convertible into American
Depositary Shares (“ADSs”) (each currently representing eight Class
A ordinary shares of the Company), at the option of the holders, at
any time prior to the close of business on the scheduled trading
day immediately preceding the maturity date. The Company may not
redeem the Notes prior to maturity, unless certain tax-related
events occur. Holders of the Notes may require the Company to
repurchase all or part of their Notes in cash on January 15, 2023
or in the event of certain fundamental changes. The interest rate,
initial conversion rate and other terms of the Notes will be
determined at the time of pricing of the Notes.
The Notes will be offered and sold only to
qualified institutional buyers pursuant to Rule 144A and to
non-U.S. persons outside the United States in reliance on
Regulation S under the Securities Act of 1933, as amended (the
“Securities Act”). The Notes, the ADSs deliverable upon conversion
of the Notes and the Class A ordinary shares represented thereby
have not been and will not be registered under the Securities Act
or the securities laws of any other place, and may not be offered
or sold in the United States absent registration or an applicable
exemption from registration requirements.
This press release shall not constitute an offer
to sell or a solicitation of an offer to purchase any securities,
nor shall there be a sale of the securities in any state or
jurisdiction in which such an offer, solicitation or sale would be
unlawful.
This press release contains information about
the pending offering of the Notes, and there can be no assurance
that the offering will be completed.
Safe Harbor Statement
This announcement contains forward-looking
statements within the meaning of Section 21E of the Securities
Exchange Act of 1934, as amended. These forward-looking statements
are made under the “safe harbor” provisions of the U.S. Private
Securities Litigation Reform Act of 1995. These statements can be
identified by terminology such as “will,” “expects,” “anticipates,”
“future,” “intends,” “plans,” “believes,” “estimates,” “potential,”
“continue,” “ongoing,” “targets,” “guidance” and similar
statements. The Company may also make written or oral
forward-looking statements in its periodic reports to the U.S.
Securities and Exchange Commission (the “SEC”), in its annual
report to shareholders, in press releases and other written
materials and in oral statements made by its officers, directors or
employees to third parties. Any statements that are not historical
facts, including statements about the Company’s beliefs and
expectations, are forward-looking statements. Forward-looking
statements involve inherent risks and uncertainties. A number of
factors could cause actual results to differ materially from those
contained in any forward-looking statement, including but not
limited to the following: the Company’s growth strategies; its
future business development, results of operations and financial
condition; its ability to understand buyer needs and provide
products and services to attract and retain buyers; its ability to
maintain and enhance the recognition and reputation of its brand;
its ability to rely on merchants and third-party logistics service
providers to provide delivery services to buyers; its ability to
maintain and improve quality control policies and measures; its
ability to establish and maintain relationships with merchants;
trends and competition in China’s e-commerce market; changes in its
revenues and certain cost or expense items; the expected growth of
China’s e-commerce market; PRC governmental policies and
regulations relating to the Company’s industry, and general
economic and business conditions globally and in China and
assumptions underlying or related to any of the foregoing. Further
information regarding these and other risks, uncertainties or
factors is included in the Company’s filings with the SEC. All
information provided in this press release and in the attachments
is as of the date of this press release, and the Company undertakes
no obligation to update any forward-looking statement, except as
required under applicable law.
About Luckin Coffee Inc.
Luckin Coffee Inc. (NASDAQ: LK) has
pioneered a technology-driven retail network to provide coffee and
other products of high quality, high affordability, and high
convenience to customers. Empowered by big data analytics, AI, and
proprietary technologies, the Company pursues its mission to be
part of everyone’s everyday life, starting with coffee. The Company
was founded in 2017 and is based in China. For more
information, please visit investors.luckincoffee.com.
Investor and Media Contacts
Investor Relations:Luckin
Coffee Inc. IREmail: ir@luckincoffee.com
Bill Zima / Fitzhugh TaylorICR, Inc.Phone:
646 880 9039
Media Relations:Luckin Coffee
Inc. PREmail: pr@luckincoffee.com
Ed Trissel / Scott
Bisang / Jack KelleherJoele Frank, Wilkinson Brimmer
KatcherPhone: 212 355 4449
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