GDS Holdings Ltd — Capital/Financing Update 2017

Oct 24, 2017

6-K 1 a17-24352_16k.htm 6-K

*SECURITIES AND EXCHANGE COMMISSION*

*Washington, D.C. 20549*

*FORM 6-K*

*Report of Foreign Private Issuer*

*Pursuant to Rule 13a-16 or 15d-16 of*

*the Securities Exchange Act of 1934*

*October 2017*

*Commission File Number: 001-37925*

*GDS Holdings Limited*

(Registrant’s name)

*2/F, Tower 2, Youyou Century Place*

*428 South Yanggao Road*

*Pudong, Shanghai 200127*

*People’s 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:

Form 20-F x Form 40-F o

Indicate by check mark if the registrant is submitting the Form 6-K on paper as permitted by Regulation S-T Rule 101(b)(1): o

Indicate by check mark if the registrant is submitting the Form 6-K on paper as permitted by Regulation S-T Rule 101(b)(7): o

SEQ.=1,FOLIO='',FILE='C:\JMS\108645\17-24352-1\task8608495\24352-1-ba.htm',USER='108645',CD='Oct 23 23:44 2017'

*EXHIBITS*

Exhibit 99.1 — Share Purchase Agreement, by and among GDS Holdings Limited, Cheetah Asia Holdings LLC and CyrusOne LLC, dated October 18, 2017

Exhibit 99.2 — Investor Rights Agreement, between GDS Holdings Limited, Cheetah Asia Holdings LLC, CyrusOne LLC and Mr. William Wei Huang, dated October 23, 2017

Exhibit 99.3 — Investor Rights Agreement, between GDS Holdings Limited and STT GDC Pte. Ltd., dated October 23, 2017

Exhibit 99.4 — Investor Rights Agreement, between GDS Holdings Limited, SBCVC Fund II, L.P., SBCVC Company Limited, SBCVC Fund II-Annex, L.P., SBCVC Venture Capital and SBCVC Fund III, L.P., dated October 23, 2017

2

SEQ.=1,FOLIO='2',FILE='C:\JMS\108645\17-24352-1\task8608495\24352-1-ba.htm',USER='108645',CD='Oct 23 23:44 2017'

*SIGNATURES*

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.

GDS Holdings Limited — By:	/s/ William Wei Huang
Name:	William Wei Huang
Title:	Chief Executive Officer

3

SEQ.=1,FOLIO='3',FILE='C:\JMS\108645\17-24352-1\task8608495\24352-1-ba.htm',USER='108645',CD='Oct 23 23:44 2017'