MNSO(MNSO) Prnewswire·2025-01-06 14:24Core Viewpoint - MINISO Group Holding Limited announced a Securities Offering of equity linked securities amounting to US64.395 per Share, representing a 32.5% premium over the expected offer price and a 26.1% premium over the closing price of HK$51.05 on January 6, 2025 [5]. - Security holders can exchange their Securities for cash starting January 14, 2031, with specific terms for cash settlement based on trading prices [6]. Use of Proceeds - The Company plans to allocate 50% of the net proceeds from the Securities Offering for overseas store expansion, supply chain optimization, brand promotion, and general corporate purposes, while the other 50% will be used for share repurchase programs [3]. Call Spread Transactions - The Company will enter into Call Spread Transactions to mitigate potential dilution and enhance financial flexibility, involving lower strike calls and upper strike warrants [2][10]. - The lower strike call will allow the Company to settle in cash based on the difference between the exercise price and the volume weighted average price of Shares [11]. Redemption and Exchange Terms - Security holders can require the Company to redeem their Securities at specific dates for 100% of the principal amount plus accrued interest [7]. - The Company may also redeem the Securities under certain conditions, such as changes in tax laws or if less than 10% of the original principal remains outstanding [8]. Market Impact and Hedging Activities - The Securities are offered to non-U.S. persons in offshore transactions, and the Company anticipates that purchasers may engage in short positions or other derivative transactions that could affect market prices [9][15]. - A shareholder controlled by the Company's CEO is expected to lend Shares to facilitate hedging activities related to the Securities Offering [16].