Conyers acted as Cayman Islands counsel on behalf of Kingsoft Cloud Holdings Limited (the “Company”) on its follow-on offering in the United States of (i) an offer for sale and issue of ordinary shares, par value US$0.001 per share of the Company and at the option of the Underwriters, the issue and sale of additional Shares to J.P. Morgan Securities LLC, UBS Securities LLC, Credit Suisse Securities (USA) LLC and China International Capital Corporation Hong Kong Securities Limited and Goldman Sachs (Asia) L.L.C. (the “Underwriters”) by the Company (the “Primary Offering”); and (ii) the sale of ordinary shares, par value US$0.001 per share of the Company by the Selling Shareholders and at the option of the Underwriters, the sale of additional Shareholders Shares to the Underwriters by the Selling Shareholders (the “Secondary Offering”) represented by American Depositary Shares (the “ADSs”) as described in the Registration Statement and the Prospectus and the listing of the ADSs on NASDAQ.
The ADSs were structured and priced on the basis of 15:1 with each ADS representing 15 ordinary shares of the Company of par value US$0.001 per share.
A total of 8,000,000 ADSs representing 120,000,000 ordinary shares were offered to investors by the Company on the Primary Offering and 8,421,576 ADSs representing 126,323,640 ordinary shares were offered by several Selling Shareholders on the Secondary Offering at US$31.00 per ADS.
The Underwriters of the ADS Offering were also granted a 30-days option to purchase up to an additional 2,463,240 ADSs under the Greenshoe Option.
The net proceeds from the ADS Offering as contemplated will be utilized towards further investment in upgrading and expanding the Company’s infrastructure, further investment in technology and product development, funding the expansion of its ecosystem through strategic partnership, investments and acquisitions, and other general corporate purposes.
The company is incorporated in the Cayman Islands and is a leading independent cloud service provider in China. The Company has built a comprehensive and reliable cloud platform consisting of extensive cloud infrastructure, cutting-edge cloud products and well-architected industry-specific solutions across public cloud, enterprise cloud and AIoT cloud services.
Partner Paul Lim and Associate Hollia Lam of Conyers’ Hong Kong office advised on the matter working alongside Davis Polk & Wardwell.