Simpson Thacher represented GDS Holdings Limited (“GDS”) (Nasdaq: GDS; HKEX: 9698) in connection with its global offering and secondary listing of its Class A ordinary shares on the Main Board of The Stock Exchange of Hong Kong Limited (the “SEHK”). GDS offered an aggregate of 160,000,000 Class A ordinary shares under the Chapter 19C regime introduced by the SEHK to attract listings by high profile issuers that are already listed on the U.S. and London stock exchanges. In conjunction with the Hong Kong listing, GDS also conducted a global offering of new Hong Kong-listed Class A ordinary shares, which will be fully fungible with the American depositary shares (“ADSs”) that are listed and traded on the Nasdaq Global Market. Each of GDS’s ADSs represents eight Class A ordinary shares. The base offering size was HK$12.94 billion (approximately US$1.67 billion) before exercise of the underwriters’ overallotment option. J.P. Morgan, BofA Securities, CICC and Haitong International acted as the joint sponsors, joint global coordinators, joint bookrunners and joint lead managers for the global offering.
The Firm also represented GDS in its US$186.7 million initial public offering and listing on the Nasdaq Global Market in 2016, three follow-on public offerings totaling approximately US$1.08 billion, three private issuance of public equity (“PIPE”) investment transactions totaling approximately US$755 million, and in its offering of US$300 million aggregate principal amount of 2% convertible Senior Notes in 2018.
GDS is a leading developer and operator of high-performance data centers in China. The Company’s facilities are strategically located in China’s primary economic hubs where demand for high-performance data center services is concentrated. GDS has a 19-year track record of service delivery, successfully fulfilling the requirements of some of the largest and most demanding customers for outsourced data center services in China.
The Simpson Thacher team for the transaction included Daniel Fertig, Christopher Wong, Michelle Leung, Vincy Huang, Yi-Ping Chang and Andrew Laub (Capital Markets); and Jonathan Cantor and Jasmine Hay (Tax).