Latham & Watkins Advises on Qifu Technology’s $690M Convertible Notes Offering.
Latham & Watkins LLP has advised the initial purchasers in connection with Qifu Technology, Inc.’s (NASDAQ: QFIN; HKEx: 3660) successful offering of US$690 million aggregate principal amount of 0.50% convertible senior notes due 2030.
The offering was made to investors believed to be qualified institutional buyers under Rule 144A of the U.S. Securities Act of 1933.
Qifu plans to use the proceeds to repurchase its American depositary shares (ADSs) and/or Class A ordinary shares under a new March 2025 Share Repurchase Plan, recently approved by the company’s board. This buyback program runs alongside a previously announced repurchase plan from November 2024.
As part of the offering, the company is carrying out off-market, privately negotiated share repurchases valued at around US$230 million. Qifu expects the transaction to boost its 2025 earnings per ADS, driven in part by the repurchases and the notes’ cash-par conversion feature.
The convertible notes will bear interest at an annual rate of 0.50%, payable semiannually beginning October 1, 2025. They are set to mature on April 1, 2030, unless converted, redeemed, or repurchased earlier.
The initial conversion rate has been set at 16.7475 ADSs per US$1,000 principal amount, which translates to a conversion price of approximately US$59.71 per ADS.
The securities have not been registered under the Securities Act or the laws of any other jurisdiction and can only be offered or sold to qualified institutional buyers under applicable exemptions.
Qifu Technology (NASDAQ: QFIN; HKEX: 3660) is a leading AI-driven Credit-Tech platform in China. The company empowers financial institutions by providing innovative, data-driven solutions that enhance credit services and risk management. Through its proprietary technology, Qifu supports a wide range of lending scenarios while promoting financial inclusion and responsible consumer finance.
Latham & Watkins assembled a cross-border team for the transaction. The effort was led by Hong Kong corporate partners Posit Laohaphan and Benjamin Su, with support from Beijing counsel Wei Wei and Hong Kong counsel Eric Yiu.
Additional team members included New York counsel Polina Tulupova, associates Christine Lo, Lizzy Zhang, Stewart Lai, and Jack Neff, and senior paralegal Lily Mak. Regulatory guidance came from Washington, D.C. partner James Barker and counsel Catherine Hein.
Latham & Watkins, founded in 1934, is a global law firm with more than 3,000 lawyers across major business and financial centers. The firm advises top companies, investors, and institutions on high-stakes transactions, regulatory matters, and litigation. Known for its collaborative culture and deep industry knowledge, Latham delivers practical, strategic legal solutions worldwide.