GDS-SW (09698) completes private placement of $300 million convertible preferred shares to Huatai Capital

GDS-SW (09698) announcement, the company announced that its previously announced private placement of 300 million US dollars of Series B convertible preferred stock to a Chinese institutional investor Huatai Capital Investment Co., Ltd. has been completed on February 6, 2026. The convertible preferred stock can be converted into Class A common stock of GDS by the holder, with a conversion price of approximately $54.43 per share of GDS American Depositary Shares (ADS), representing a premium of about 17.5% over the closing price in Hong Kong on January 30, 2026 (converted and divided by eight, which is the conversion ratio between common stock and ADS), or about 30.9% higher than the volume weighted average price for the 30 trading days prior to the signing date, subject to customary anti-dilution adjustments such as issuing common stock as dividends or conducting stock splits or mergers. Before conversion, each share of convertible preferred stock held entitles the holder to the number of votes per share of convertible preferred stock as the number of Class A common shares related to the conversion of the convertible preferred stock. Therefore, holders of convertible preferred stock will be able to exercise voting rights on all matters at shareholder meetings, and their voting rights will be exercised jointly with common stock holders as a single class. When the conversion right attached to the convertible preferred stock is exercised at the full conversion price, approximately 5.5121 million ADS (or 44.0966 million common shares) will be issued, representing 2.6% of the total outstanding shares of the company as of the date of this announcement, with 2.7%, 1.8%, and 1.2% of the total voting rights on a 1:1, 1:20, and 1:50 basis (between Class A common stock and Class B common stock).