6-K - VNET Group, Inc. | StockGist

AI Analysis

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VNET Group, Inc. entered into amendments to its 2020 and 2022 Investment Agreements dated February 13, 2026, and an Indenture with Citibank, N.A. amending and restating its US$250,000,000 2.00% Convertible Senior Notes due 2027 originally issued February 4, 2022, now in global form traded on DTC. The amendments modify definitions, minimum shareholding requirements, redemption rights for Investors, and conversion terms prior to certain events.

Key Takeaways

1Amendment to Investment Agreements and Note Amendment and Restatement executed February 13, 2026

2US$250,000,000 aggregate principal 2.00% Convertible Senior Notes due 2027 originally issued February 4, 2022

3Notes amended to global form under Indenture with Citibank, N.A. as trustee, traded on DTC

4Investors include Vector Holdco Pte. Ltd., BTO Vector Fund ESC (Cym) L.P., BTO Vector Fund FD (Cym) L.P.

5New redemption rights for Investors at Redemption Price during specified Redemption Period prior to Transfer Event

6Minimum Shareholding Requirement redefined; Section 5.07(d) terminates after Minimum Shareholding Event

Current Report Details

Event Type

Securities Issuance

Disclosure

Voluntary

Variant

6-K

Items Reported

6-K

Current Report on Form 6-K

Securities Issuance

$250.0M$1.0K

Transaction Details

Material Agreement

Agreement: Amendment to Investment Agreement (2020 and 2022)
Parties: VNET Group, Inc., Vector Holdco Pte. Ltd., BTO Vector Fund ESC (Cym) L.P., BTO Vector Fund FD (Cym) L.P., Blackstone Tactical Opportunities Fund – FD (Cayman) – NQ L.P., Citibank, N.A. (as trustee)

•Original Agreements dated June 22, 2020 and January 28, 2022 amended
•Notes amended and restated per Indenture dated February 13, 2026
•Redemption Price includes principal, Accumulated Interest Amount, and Incremental Amount on Fundamental Change
•Redemption Period triggered by Fundamental Adverse Regulatory Change, Fundamental Change, Event of Default, or post-maturity period

Debt / Financing

Instrument: 2.00% Convertible Senior Notes
Principal: 250000000
Rate: 2.00%
Maturity: 2027

Exhibits (4)

6-K

FORM 6-K

99.1

EXHIBIT 99.1

99.2

EXHIBIT 99.2

99.3

EXHIBIT 99.3