BIDU-SW (09888) plans to issue convertible bonds with a total principal amount not exceeding 2 billion US dollars.

Baidu Inc. (09888) announced its intention to issue up to $2 billion in offshore exchangeable bonds due in 2032 to non-US persons in accordance with Regulation S under the US Securities Act of 1933 (as amended), subject to market conditions and other factors. The bonds will reference ordinary shares of Ctrip Group Limited (SEHK: 9961) listed on the Hong Kong Stock Exchange. Bondholders may not exchange their bonds until one year after the issuance date, except in case of default. From the first anniversary of the issuance date until six months before the maturity date, bondholders may only exchange the bonds for cash under certain conditions. After that and until the second scheduled trading day before the maturity date, bondholders may exchange the bonds for cash at any time. Under certain conditions, the company may choose to deliver Ctrip shares it holds as payment in place of cash or in combination with cash. The bonds are not exchangeable for American Depositary Shares of Ctrip Group Limited (NASDAQ: TCOM). The exchange rate and other terms of the bonds have yet to be finalized and will be determined at the pricing of the bond issuance. The company intends to use the net proceeds from the bond issuance for repaying existing debts, paying interest, and general corporate purposes.