SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of June 2017
File Number: 000-51469
No. 10 Shangdi 10th Street
Haidian District, Beijing 100085
The Peoples Republic of China
(Address of principal executive offices)
Indicate by check mark whether
the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
20-F ☒ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by
the undersigned, thereunto duly authorized.
/s/ Jennifer Xinzhe Li
||Jennifer Xinzhe Li|
||Chief Financial Officer|
Date: June 27, 2017
|Exhibit 99.1Press Release|
Baidu Announces Filing of Automatic Shelf Registration Statement and
Proposed Debt Offering
June 26, 2017 /PRNewswire/ Baidu, Inc. (NASDAQ: BIDU) (Baidu or the Company), the leading Chinese language Internet search provider, today announced that it has filed an automatic shelf registration statement on
Form F-3 with the United States Securities and Exchange Commission (the SEC) and a preliminary prospectus supplement under the registration statement, pursuant to which the Company proposes to sell
senior notes. The Company intends to use the net proceeds from the offering to repay existing indebtedness and for general corporate purposes.
bookrunners of the offering are Goldman Sachs (Asia) L.L.C., J.P. Morgan Securities LLC and The Hongkong and Shanghai Banking Corporation Limited.
notice is not an offer of the securities for sale in the United States of America. Any public offering of these securities in the United States will be made by means of a prospectus that contains detailed information about the issuer, which
prospectus may be obtained free of charge from EDGAR on the SEC website at www.sec.gov. Alternatively, the Company, any underwriter
or any dealer participating in the offering will arrange to send an investor the prospectus if the investor requests
it by calling Goldman, Sachs & Co. toll-free at 1-866-471-2526, J.P. Morgan Securities LLC at 1-212-834-4533 or HSBC Securities (USA) Inc. toll-free at 1-866-811-8049. A registration statement relating to these securities has been filed with the SEC and has become effective under the U.S. Securities Act of 1933.
This announcement shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of, these securities in any
jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. The securities referred to herein have not been and will not be registered under the
applicable securities laws of any jurisdiction outside of the United States of America.
Baidu, Inc. is the leading Chinese language Internet search provider. Baidu aims to make a complicated world simpler for users and enterprises through
technology. Baidus ADSs trade on the NASDAQ Global Select Market under the symbol BIDU. Currently, ten ADSs represent one Class A ordinary share.
Safe Harbor Statement
This announcement contains forward-looking statements. These statements are made under the safe harbor provisions of the U.S. Private Securities
Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as will, expects, anticipates, future, intends, plans,
believes, estimates, confident and similar statements. Among other things, the description of the proposed offering in this announcement contains forward-looking statements. Baidu may also make written or oral
forward-looking statements in its periodic reports to the SEC, in its annual report to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Statements that
are not historical facts, including statements about Baidus beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ
materially from those contained in any forward-looking statement, including but not limited to the following: Baidus proposed use of proceeds from the sale of debt securities; its growth strategies, its strategies for investing in and
acquiring complementary businesses and assets and its ability to execute these strategies; its future business development, including development of new products and services; its ability to attract and retain users and customers; competition in the
Chinese Internet search market; competition for online marketing customers; changes in Baidus revenues and certain cost or expense items as a percentage of its revenues; the outcome of ongoing, or any future, litigation or arbitration,
including those relating to intellectual property rights; the expected growth of the Chinese language Internet search market and the number of Internet and broadband users in China; Chinese governmental policies relating to the Internet and Internet
search providers and general economic conditions in China, Japan and elsewhere. Further information regarding these and other risks is included in Baidus annual report on Form 20-F, Form F-3 and other documents filed with the SEC. All information provided in this press release is as of the date of the press release, and Baidu undertakes no duty to update such information, except as required under
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