J&T Express-W (01519) announced that on January 22, 2026 (after trading hours), the bond issuer Bolt Innovation Limited, the Company, and the managers entered into a subscription agreement. Under the terms and conditions of the subscription agreement, each manager, severally and not jointly, has agreed to subscribe for and pay, or to procure subscribers to subscribe for and pay for, the 2026 convertible bonds to be issued by the bond issuer with a total principal amount of HK$4.65 billion. The Company has unconditionally and irrevocably agreed to guarantee all amounts payable by the bond issuer as stipulated in the trust deed and the 2026 convertible bonds. The issue price of the 2026 convertible bonds will be 100.00% of their total principal amount, with a denomination of HK$2 million per bond and integral multiples of HK$1 million in excess thereof. The initial conversion price of HK$14.55 per Class B share represents a premium of approximately 30.85% over the last closing price of HK$11.12 per Class B share as quoted on the Hong Kong Stock Exchange on January 22, 2026, the trading day the subscription agreement was signed. Based on the initial conversion price of HK$14.55 and assuming full conversion of the 2026 convertible bonds at this price, the bonds will be convertible into a maximum of 320 million new shares. This represents approximately 3.56% of the Company's existing issued share capital as of the date of this announcement, and approximately 3.47% of the Company's issued share capital as enlarged by the allotment and issuance of new shares pursuant to the full conversion of the 2026 convertible bonds (assuming all treasury shares are cancelled prior to such conversion). The issuance of new shares will not require shareholder approval. The new shares will be allotted and issued under a general mandate and will, in all respects, rank equally with the existing shares in issue on the date of registration related to the new shares. The gross proceeds from the issuance of the 2026 convertible bonds will be HK$4.65 billion. The net proceeds, after deducting issuance fees and expenses, are expected to be approximately HK$4.596 billion. Based on these net proceeds and assuming full conversion of the bonds, the net price per new share would be approximately HK$14.38. The Company intends to use the net proceeds from the issuance for the further development of the Group's overseas business and technological upgrades, the optimization of the Group's capital structure (including share repurchases), and for general corporate purposes.
Comments