https://www.businesswire.com/news/home/20180612006550/en/

SINGAPORE--(BUSINESS WIRE)--Jun 12, 2018--Sea Limited (NYSE: SE) (“Sea” or the “Company”), today announced that it proposes to offer US$400.0 million in aggregate principal amount of convertible senior notes due 2023 (the “Notes”), subject to market and other conditions. The interest rate, initial conversion rate, offering price and other terms of the Notes have not been finalized and will be determined at the time of pricing of the offering. Sea intends to grant to the initial purchaser a 13-day option to purchase up to an additional US$60.0 million principal amount of Notes. Tencent Holdings Limited, one of our principal shareholders, is expected to purchase up to US$50.0 million principal amount of the Notes in this offering on the same terms as the other Notes being offered.

The Notes will be senior, unsecured obligations of the Company, and interest will be payable semi-annually in arrears on January 1 and July 1 of each year, beginning on January 1, 2019. The Notes will mature on July 1, 2023 unless redeemed, repurchased or converted prior to such date. Prior to the close of business on the business day immediately preceding January 1, 2023, the Notes will be convertible into the Company’s American depositary shares (“ADSs”), each representing one Class A ordinary share of the Company, at the option of the holders, in integral multiples of US$1,000 principal amount, during certain periods, upon satisfaction of certain conditions. Thereafter, the Notes will be convertible at any time prior to the close of business on the second scheduled trading day immediately preceding the maturity date. Upon conversion, the Notes may be settled in ADSs, cash or a combination of cash and ADSs, at the Company’s election.