Bitauto Gets $300 Mln Investments From Tencent, Baidu, JD.com And PAG

(RTTNews) - Bitauto Holdings Limited (BITA), a provider of internet content and marketing services for China's fast-growing automotive industry, Tencent Holdings Limited , Baidu, Inc. (BIDU), and JD.com Inc. (JD) jointly announced that they have entered into definitive agreements pursuant to which Tencent, Baidu and JD.com each agree to invest US$50 million in Bitauto.

Tencent, Baidu and JD.com each agree to purchase 2.47 million newly issued ordinary shares of Bitauto at US$20.23 per share, corresponding to US$20.23 per American depositary share of Bitauto ("ADS"), each representing one ordinary share of the Company.

Bitauto also announced that pursuant to definitive agreements entered into by and between Bitauto and PA Grand Opportunity Limited ("PAG"), the Company agrees to issue convertible bonds ("CBs") to PAG and/or its affiliates in an aggregate principal amount of up to US$150 million. The CBs will be due in five years from the date of issuance and will have an interest rate of 2.00% per annum. At any time after three months of the CBs issuance, at the option of the holders, the CBs are convertible into ordinary shares or ADSs of the Company. The initial conversion price will be US$23.67 per ADS. Mr. William Li, chief executive officer and chairman of Bitauto will indirectly purchase a portion of the CBs through PAG under a total return swap arrangement with PAG.

The company intends to use the proceeds from the new share issuance and the CB issuance for general corporate purposes.

Upon the closing of both transactions, Tencent, Baidu, JD.com and holders of the CBs will hold 7.1%, 3.2%, 23.5% and 8.2%, respectively, of the Company's outstanding shares on a fully diluted basis taking into effect the new issuance and the conversion of the CBs at the initial conversion price.