STOCK TITAN

Tencent Music raises $1.0B in 2031/36 notes

Tencent Music Entertainment Group closed a US$1.0 billion notes offering, mainly to refinance offshore debt and fund share repurchases.

(Neutral)
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

Tencent Music Entertainment Group (TME) completed a public offering of US$1.0 billion senior unsecured notes, issued in two tranches: US$500 million of 5.050% notes due 2031 and US$500 million of 5.650% notes due 2036. The notes are registered under the U.S. Securities Act and are expected to list on the Hong Kong Stock Exchange on September 11, 2026.

TME received approximately US$991.9 million in net proceeds, after underwriting discounts, commissions, and estimated expenses. The company plans to use these funds for general corporate purposes, including refinancing offshore indebtedness and share repurchases, which reallocates its capital structure toward longer-term, fixed-rate debt.

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Aggregate principal amount of notes US$1,000 million Total senior unsecured notes offering closed in September 2026
2031 notes tranche US$500 million at 5.050% Senior unsecured notes due 2031
2036 notes tranche US$500 million at 5.650% Senior unsecured notes due 2036
Net proceeds US$991.9 million After underwriting discounts, commissions and estimated expenses
Expected listing date September 11, 2026 Planned listing of notes on Hong Kong Stock Exchange
Use of proceeds General corporate purposes including refinancing and share repurchases Company description of intended proceeds usage
senior unsecured notes financial
"aggregate principal amount of senior unsecured notes consisting of US$500 million"
Senior unsecured notes are a type of loan a company borrows from investors, promising to pay back with interest. They are called "unsecured" because they aren’t backed by specific assets like buildings or equipment, but "senior" because they are paid back before other debts if the company gets into trouble. Investors see them as a relatively safer way for companies to raise money.
automatic shelf registration statement regulatory
"The Company has an automatic shelf registration statement on Form F-3"
An automatic shelf registration statement is a pre-approved filing that companies submit to securities regulators, allowing them to sell new shares or bonds quickly and efficiently when needed. It acts like a standing permit, enabling the company to raise money without going through a lengthy approval process each time, which can be helpful for responding promptly to market opportunities or needs. For investors, it provides transparency about the company's ability to raise funds and signals planning flexibility.
prospectus supplement regulatory
"has filed the related prospectus supplement with the SEC for the offering"
A prospectus supplement is an additional document provided alongside a company's main offering details, offering updated or extra information about a specific financial product being sold. It helps investors understand the latest terms, risks, and details of the investment, similar to how an update or revision clarifies or expands on original instructions, ensuring they have current and complete information before making a decision.
forward-looking statements regulatory
"This press release contains forward-looking statements"
Forward-looking statements are predictions or plans that companies share about what they expect to happen in the future, like estimating sales or profits. They matter because they help investors understand a company's outlook, but since they are based on guesses and assumptions, they can sometimes be wrong.
general corporate purposes financial
"intends to use the net proceeds from the offering for general corporate purposes"
"General corporate purposes" refer to the broad range of activities and expenses a company can use its funds for to support its overall operations and growth. This can include things like paying bills, investing in new projects, or strengthening its financial position. For investors, understanding this term helps clarify how a company plans to use its resources to sustain and expand its business over time.
Offering Type shelf
Use of Proceeds General corporate purposes, including refinancing of offshore indebtedness and share repurchases

FAQ

What did Tencent Music Entertainment Group (TME) announce in this Form 6-K?

Tencent Music Entertainment Group closed a US$1.0 billion public offering of senior unsecured notes in two tranches, due 2031 and 2036, with the notes registered under the U.S. Securities Act and expected to be listed on the Hong Kong Stock Exchange on September 11, 2026.

How large is TME’s new debt offering and what are the tranches?

The total offering is US$1.0 billion, consisting of US$500 million of 5.050% senior unsecured notes due 2031 and US$500 million of 5.650% senior unsecured notes due 2036, as disclosed in the announcement.

How much net cash did TME receive from the notes offering?

Tencent Music Entertainment Group received approximately US$991.9 million in net proceeds from the notes offering, after deducting underwriting discounts, commissions, and estimated offering expenses.

What will TME use the US$991.9 million net proceeds for?

TME intends to use the net proceeds for general corporate purposes, which include refinancing offshore indebtedness and share repurchases, according to the company’s disclosure in the announcement.

On which exchanges are TME’s securities and new notes associated?

Tencent Music Entertainment Group’s shares trade under symbol TME on the NYSE and 1698 on the HKEX. The new senior unsecured notes are registered in the United States and are expected to be listed on the Hong Kong Stock Exchange on September 11, 2026.

Under which registration did TME issue these senior notes?

The notes were issued under TME’s automatic shelf registration statement on Form F-3, using a base prospectus and a related prospectus supplement filed with the U.S. Securities and Exchange Commission for this offering.

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 6-K

 

 

REPORT OF FOREIGN ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

OF THE SECURITIES EXCHANGE ACT OF 1934

For the month of September 2026

Commission file number: 001-38751

 

 

Tencent Music Entertainment Group

(Exact Name of Registrant as Specified in Its Charter)

 

 

Unit 3, Building D, Kexing Science Park

Kejizhongsan Avenue, Hi-Tech Park, Nanshan District

Shenzhen, 518057, the People’s Republic of China

Tel: +86-755-8601 3388

(Address of Principal Executive Offices)

 

 

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F.

Form 20-F  ☒    Form 40-F  ☐

 

 
 


Exhibit Index

 

Exhibit

  

Description

99.1    Press Release


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

    Tencent Music Entertainment Group
Date:  

September 10, 2026

    By:  

/s/ Cussion Kar Shun Pang

        Name: Cussion Kar Shun Pang
        Title: Executive Chairman

Exhibit 99.1

Tencent Music Entertainment Group Announces Closing of US$1,000 Million Notes Offering

SHENZHEN, CHINA, September 11, 2026 /PRNewswire / — Tencent Music Entertainment Group (“TME,” or the “Company”) (NYSE: TME and HKEX: 1698), the leading all-in-one music and audio entertainment platform in China, today announced the closing of its public offering of US$1,000 million aggregate principal amount of senior unsecured notes consisting of US$500 million of 5.050% notes due 2031 and US$500 million of 5.650% notes due 2036. The notes have been registered under the U.S. Securities Act of 1933, as amended, and are expected to be listed on The Stock Exchange of Hong Kong Limited on September 11, 2026.

The Company received net proceeds from the offering of approximately US$991.9 million, after deducting underwriting discounts and commissions and estimated offering expenses. The Company intends to use the net proceeds from the offering for general corporate purposes, including refinancing of offshore indebtedness and share repurchases.

The joint bookrunners of the offering are J.P. Morgan Securities LLC, Goldman Sachs (Asia) L.L.C. and The Hongkong and Shanghai Banking Corporation Limited. The joint lead managers of the offering are UBS AG Hong Kong Branch, Bank of China Limited and MUFG Securities Asia Limited.

The Company has an automatic shelf registration statement on Form F-3 (including a base prospectus) on file with the U.S. Securities and Exchange Commission (the “SEC”) and has filed the related prospectus supplement with the SEC for the offering of the notes. The offering is being made only by means of the prospectus supplement and accompanying base prospectus. Before you invest, you should read the prospectus supplement and accompanying base prospectus and other documents that the Company has filed with the SEC for more complete information about the Company and the offering. You may obtain these documents free of charge by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the Company, any underwriter or any dealer participating in the offering will arrange to send an investor the prospectus if the investor requests it by calling J.P. Morgan Securities LLC located at 270 Park Ave, New York, NY 10017, USA at +1-212-834-4533, Goldman Sachs & Co. LLC, an affiliate of Goldman Sachs (Asia) L.L.C., located at 200 West Street, New York, NY 10282, USA at +1-866-471-2526 or The Hongkong and Shanghai Banking Corporation Limited, located at L17, HSBC Main Building, 1 Queen’s Road Central, Hong Kong at +1-866-811-8049.

This announcement is not an offer of the securities for sale in the United States and shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of, these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. The securities referred to herein have not been and will not be registered under the applicable securities laws of any jurisdiction outside of the United States.


About Tencent Music Entertainment

Tencent Music Entertainment Group (NYSE: TME and HKEX: 1698) is the leading all-in-one music and audio entertainment platform in China, operating the country’s highly popular and innovative music and audio apps: QQ Music, Kugou Music, Kuwo Music, WeSing and Ximalaya. TME’s mission is to create endless possibilities with music and technology. Powered by its content-and-platform dual-engine strategy, TME’s expansive offerings extend the value of IP beyond online streaming into offline concerts, artist merchandise, and other IP-centric experiences. TME continuously innovates to deliver a seamless experience where users can discover, listen, sing, watch, perform, and connect across diverse scenarios, while unlocking the enduring value of music and audio IP. For more information, please visit ir.tencentmusic.com.

Safe Harbor Statement

This press release contains forward-looking statements. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. Statements that are not historical facts, including statements about the Company’s beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties, and a number of factors could cause actual results to differ materially from those contained in any forward-looking statement. In some cases, forward-looking statements can be identified by words or phrases such as “may,” “will,” “expect,” “anticipate,” “target,” “aim,” “estimate,” “intend,” “plan,” “believe,” “potential,” “continue,” “is/are likely to” or other similar expressions. Further information regarding these and other risks, uncertainties or factors is included in the Company’s filings with the SEC and the HKEX. All information provided in this press release is as of the date of this press release, and the Company does not undertake any duty to update such information, except as required under applicable law.

Investor Relations Contact

Tencent Music Entertainment Group

ir@tencentmusic.com

+86 (755) 8601-3388 ext. 885034

 

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