GDS Holdings Limited (GDS) announced the closing of a previously disclosed US$300 million Series B convertible preferred shares private placement to Huatai Capital Investment Limited on February 6, 2026. According to the announcement, these convertible preferred shares may be converted into Class A ordinary shares at a conversion rate based on an approximate US$54.43 per ADS price, reflecting a premium of about 17.5% above the last closing price on January 30, 2026 (as converted and divided by eight).

Prior to conversion, the holders of the convertible preferred shares are entitled to votes corresponding to the number of Class A ordinary shares those shares would convert into. Based on the announcement, full conversion at the stated conversion price would result in approximately 5,512,072 ADSs (44,096,580 ordinary shares), representing about 2.6% of GDS’s outstanding shares.

Following the placement, GDS noted updates to its shareholding structure, which show Huatai Capital Investment Limited holding 44,096,580 Class A ordinary shares upon full conversion. In addition, the announcement highlighted that the transaction would affect voting power in the company’s general meetings, including increased voting power for existing Class B ordinary shareholder Mr. William Wei Huang, subject to certain approvals and assumptions regarding specific ratios. GDS clarified that Mr. Huang remains the sole controlling shareholder under these arrangements.