424B5
BAIDU, INC. filed this Form 424B5 on 06/26/2017
Entire Document
 


Table of Contents

The Offering

The summary below describes the principal terms of the Notes. Certain of the terms described below are subject to important limitations and exceptions. The “Description of the Notes” section of this prospectus supplement and the “Description of Debt Securities” section of the accompanying prospectus contain a more detailed description of the terms of the Notes.

 

Issuer

Baidu, Inc.

 

Notes Offered

US$         aggregate principal amount of     % notes due 20     (the “20     Notes”) and US$         aggregate principal amount of     % notes due 20     (the “20     Notes”, together with the 20     Notes, the “Notes”).

 

Maturity Dates

The 20     Notes will mature on         , 20     and the 20     Notes will mature on         , 20    .

 

Interest Rates

The 20     Notes will bear interest at a rate of     % per year and the 20     Notes will bear interest at a rate of     % per year.

 

Interest Payment Dates

        and         ,         beginning on         , 20    . Interest will accrue from         , 20    .

 

Optional Redemption

We may at our option redeem the Notes of either series at any time, in whole or in part, at a price equal to the greater of 100% of the principal amount of the Notes to be redeemed and the make whole amount plus, in each case, accrued and unpaid interest, if any, on the Notes to be redeemed to (but not including) the redemption date. See “Description of the Notes—Optional Redemption.”

 

Repurchase Upon Triggering Event

Upon the occurrence of a Triggering Event (as defined in “Description of the Notes”), we must make an offer to repurchase all Notes outstanding at a purchase price equal to 101% of their principal amount, plus accrued and unpaid interest, if any, to (but not including) the date of repurchase. See “Description of the Notes— Repurchase Upon Triggering Event.”

 

Ranking

The Notes will be our senior unsecured obligations and will:

 

    rank senior in right of payment to all of our existing and future obligations expressly subordinated in right of payment to the Notes;

 

    rank at least equal in right of payment with all of our existing and future unsecured unsubordinated obligations (subject to any priority rights pursuant to applicable law);

 

    be effectively subordinated to all of our existing and future secured obligations, to the extent of the value of the assets serving as security therefor; and

 

    be structurally subordinated to all existing and future obligations and other liabilities of our subsidiaries and consolidated affiliated entities.

 



 

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