Tender Offer - NIO Inc.
Form Type: SC TO-I/A
Filing Date: 2025-01-31
Corporate Action: Tender-offer
Type: Update
Accession Number: 000110465925007747
Filing Summary: This document is an Amendment No. 2 to the Tender Offer Statement filed by NIO Inc. regarding the repurchase of its 0.50% Convertible Senior Notes due 2027. The amendment reports the final results of the repurchase offer which expired on January 30, 2025. The company has confirmed that US$378,312,000 of the Notes were validly surrendered for repurchase and were not withdrawn, with the payment being processed through The Deutsche Bank Trust Company Americas as the paying agent. Following the completion of this tender offer, US$213,000 of the Notes will remain outstanding and subject to the existing terms of the Indenture and the Notes. This filing includes the necessary disclosure requirements under Rule 13e-4 of the Securities Exchange Act of 1934. The document also references additional exhibits such as a press release and a specific notice regarding the repurchase rights issued to the holders of these notes.
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Additional details:
Repurchase Right Offer Expiration: 2025-01-30T17:00:00-05:00
Repurchase Price: 378312000
Aggregate Principal Remainng: 213000
Form Type: SC TO-I/A
Filing Date: 2025-01-10
Corporate Action: Tender-offer
Type: Update
Accession Number: 000110465925002239
Filing Summary: On January 10, 2025, NIO Inc. filed Amendment No. 1 to Schedule TO concerning a tender offer related to its 0.50% Convertible Senior Notes due 2027. This amendment updates details regarding the repurchase rights of note holders and the corresponding procedures for tendering their notes. Key changes include the extension of the repurchase right expiration date to 5:00 p.m., January 30, 2025, modifications to the redemption terms prohibiting note redemption before February 13, 2025, and clarifications regarding the procedures for notes submitted for repurchase through the Depository Trust Company's Automated Tender Offer Program. Additionally, it emphasizes that the company nor its officers have any current plans affecting the decision of holders to exercise their repurchase rights.
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Additional details:
Title Of Class Of Securities: 0.50% Convertible Senior Notes due 2027
Cusip Number: 62914VAF3
Commencement Date: 2024-12-30
Expiration Date: 2025-01-30
Redemption Restriction Date: 2025-02-13
Form Type: SC TO-I
Filing Date: 2024-12-26
Corporate Action: Tender-offer
Type: New
Accession Number: 000110465924131564
Filing Summary: NIO Inc. has filed a Tender Offer Statement under Section 14(d)(1) or 13(e)(1) of the Securities Exchange Act of 1934 concerning its 0.50% Convertible Senior Notes due 2027. This statement, effective from December 26, 2024, relates to the right of each holder of the Notes to require NIO to repurchase them as detailed in the 'Repurchase Right Notice' dated the same day. The Company has entered into private transactions resulting in the exchange of approximately $127.1 million principal amount of the Notes into American depositary shares (ADSs), issuing 27.7 million ADSs, and as of December 25, 2024, $378.5 million of the Notes remain outstanding. The filing includes necessary disclosures and complies with Rule 13e-4(c)(2). NIO's financial condition is highlighted as not material for the decision of holders regarding the Notes, as the repurchase consideration consists solely of cash, and there are no financing conditions. The document incorporates other relevant notices and exhibits, providing further details on the tender offer and related transactions.
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Additional details:
Title Of Class: 0.50% Convertible Senior Notes due 2027
Cusip Number: 62914VAF3
Repurchase Right Notice Date: 2024-12-26
Total Amount Of Notes Exchanged: US$127.1 million
Percentage Of Notes Exchanged: 25.1%
Total Ads Issued: 27.7 million
Remaining Principal Amount Of Notes Outstanding: US$378.5 million
Exchange Price Range: 207.04 to 227.59 ADSs per US$1,000 principal amount
Cancellation Of Shares: 27.7 million Class A ordinary shares
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