Baidu Announces Proposed Offering of CNY-denominated Senior Notes

Rhea-AI Summary

Baidu (NASDAQ: BIDU), a leading AI company, has announced plans to offer CNY-denominated senior unsecured notes in offshore transactions. The notes will be offered exclusively to non-U.S. persons outside the United States under Regulation S of the Securities Act.

The specific terms of the notes, including principal amount, interest rates, and maturity dates, will be determined during pricing. Baidu plans to use the proceeds for general corporate purposes, including repaying existing debt and interest payments. The notes will not be registered under the U.S. Securities Act or state securities laws.

Positive

• Potential strengthening of Baidu's capital structure through new financing
• Opportunity to refinance existing debt obligations
• Access to CNY-denominated funding diversifies financing sources

Negative

• Additional debt burden could increase financial leverage
• Potential interest expenses from new notes may impact future cash flows

Insights

Fixed Income Analyst

Baidu's new CNY-denominated debt offering will impact its capital structure while potentially addressing existing debt obligations and strengthening liquidity position.

Baidu has announced a proposed offering of CNY-denominated senior unsecured notes to be sold in offshore transactions outside the United States. This debt issuance represents a strategic financial move that will impact the company's capital structure in several ways.

The offering's specific terms - including principal amount, interest rates, and maturity dates - remain undetermined, indicating the company is likely waiting to gauge market conditions before finalizing details. This approach gives Baidu flexibility to optimize the offering based on investor demand and prevailing interest rates in Chinese yuan markets.

Looking at the intended use of proceeds, Baidu has outlined three primary purposes: repayment of existing debt, interest payments, and general corporate purposes. The debt refinancing component suggests the company is likely managing its maturity profile, potentially replacing higher-cost debt with more favorable terms or extending maturity timelines to improve its debt structure.

The choice to issue CNY-denominated bonds rather than USD-denominated notes is particularly notable. This approach could provide a natural currency hedge for Baidu's predominantly Chinese operations, reducing foreign exchange risks that would come with USD-denominated debt. The company generates most of its revenues in yuan while facing operating expenses primarily in the same currency, making CNY-denominated debt a logical alignment with its operational cash flows.

The offshore nature of this offering allows Baidu to tap international investors while working within regulatory frameworks that govern cross-border financing for Chinese companies. This debt issuance represents a standard capital markets transaction for a company of Baidu's size and standing, though investors will need to await specific terms to evaluate its actual impact on the company's financial position.

BEIJING, Sept. 7, 2025 /PRNewswire/ -- Baidu, Inc. (NASDAQ: BIDU and HKEX: 9888 (HKD Counter) and 89888 (RMB Counter)), ("Baidu" or the "Company"), a leading AI company with strong Internet foundation, today announced that it proposes to offer CNY-denominated senior unsecured notes (the "Notes") in offshore transactions outside the United States to non-U.S. persons in reliance on Regulation S under the United States Securities Act of 1933, as amended (the "Securities Act"), subject to market conditions and other factors (the "Notes Offering"). The principal amount, interest rates, maturity dates and other terms of the Notes will be determined at the time of pricing of the Notes Offering.

The Company intends to use the net proceeds from the Notes Offering for general corporate purposes, including repayment of certain existing indebtedness, payment of interest and general corporate purposes.

The Notes have not been and will not be registered under the Securities Act or any state securities laws. They may not be offered or sold in the United States or to, or for the account or benefits of, U.S. persons (as defined in Regulation S under the Securities Act) except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act.

This announcement shall not constitute an offer to sell or a solicitation of an offer to purchase any securities, in the United States or elsewhere, and shall not constitute an offer, solicitation or sale of the securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful. Any offering of securities will be made by means of one or more offering documents, which will contain detailed material information about the Company and its operational and financial performance.

This announcement contains information about the pending Notes Offering, and there can be no assurance that the Notes Offering will be completed.

About Baidu

Founded in 2000, Baidu's mission is to make the complicated world simpler through technology. Baidu is a leading AI company with strong Internet foundation, trading on Nasdaq under "BIDU" and HKEX under "9888". One Baidu ADS represents eight Class A ordinary shares.

Safe Harbor Statement

This announcement contains forward-looking statements. These statements are made under the "safe harbor" provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as "will," "expects," "anticipates," "future," "intends," "plans," "believes," "estimates," "confident" and similar statements. Baidu may also make written or oral forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission, in announcements made on the website of The Stock Exchange of Hong Kong Limited (the "Hong Kong Stock Exchange"), in its annual report to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Statements that are not historical facts, including but not limited to statements about Baidu's beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: Baidu's growth strategies; its future business development, including development of new products and services; its ability to attract and retain users and customers; competition in the Chinese Internet search and newsfeed market; competition for online marketing customers; changes in the Company's revenues and certain cost or expense items as a percentage of its revenues; the outcome of ongoing, or any future, litigation or arbitration, including those relating to intellectual property rights; the expected growth of the Chinese-language Internet search and newsfeed market and the number of Internet and broadband users in China; Chinese governmental policies relating to the Internet and Internet search providers, and general economic conditions in China and elsewhere. Further information regarding these and other risks is included in the Company's annual report on Form 20-F and other documents filed with the Securities and Exchange Commission, and announcements on the website of the Hong Kong Stock Exchange. Baidu does not undertake any obligation to update any forward-looking statement, except as required under applicable law. All information provided in this press release and in the attachments is as of the date of the press release, and Baidu undertakes no duty to update such information, except as required under applicable law.

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SOURCE Baidu, Inc.

FAQ

What is the purpose of Baidu's CNY-denominated notes offering in 2025?

Baidu plans to use the proceeds for general corporate purposes, including repayment of existing debt, interest payments, and other corporate needs.

What are the key terms of Baidu's 2025 notes offering?

The specific terms including principal amount, interest rates, and maturity dates will be determined during the pricing of the notes offering.

Who can participate in Baidu's 2025 notes offering?

The notes are being offered exclusively to non-U.S. persons in offshore transactions outside the United States under Regulation S.

Will Baidu's 2025 notes be registered under the U.S. Securities Act?

No, the notes will not be registered under the U.S. Securities Act or any state securities laws and cannot be offered or sold in the United States.

How might this notes offering affect Baidu's financial position?

The offering could strengthen Baidu's capital structure but may increase financial leverage and future interest expenses.