SHANGHAI, March 11, 2019 /PRNewswire/ -- eHi Car Services
Limited ("eHi" or the "Company") (NYSE: EHIC), a leading car rental
and car services company in China,
today announced that it has called an extraordinary general meeting
of shareholders (the "EGM") to be held on April 8, 2019 at 10:00
a.m. (Shanghai time), at
Unit 12/F, Building No. 5, Guosheng Center, 388 Daduhe Road,
Shanghai, 200062, the People's Republic of China. The meeting
will be held to consider and vote on, among other matters: the
proposal to authorize and approve the previously announced amended
and restated agreement and plan of merger (the "Merger Agreement")
dated February 18, 2019, among the
Company, Teamsport Parent Limited ("Parent"), and Teamsport Bidco
Limited ("Merger Sub"), a wholly owned subsidiary of Parent; the
plan of merger required to be filed with the Registrar of Companies
of the Cayman Islands (the "Plan
of Merger"); and the transactions contemplated thereby, including
the Merger (as defined below).
Pursuant to the Merger Agreement and the Plan of Merger, at the
effective time of the Merger, Merger Sub will merge with and into
the Company, with the Company surviving the merger as the surviving
company under Cayman Islands law
(the "Merger"). If completed, the proposed Merger would result in
the Company becoming a privately held company that is wholly owned
by affiliates of Mr. Ray Ruiping
Zhang, the chairman and chief executive officer of the
Company, MBK Partners Fund IV, L.P., The Crawford Group, Inc.,
Ctrip Investment Holding Ltd., Ocean General Partners Limited and
Dongfeng Asset Management Co., Ltd. (collectively, the "Buyer
Group").
Following the consummation of the Merger, the American
depositary shares of the Company (each representing two Class A
common shares, par value US$0.001 per
share) ("ADSs") will no longer be listed on the New York Stock
Exchange. In addition, the ADSs and the Company's Class A common
shares represented by the ADSs will cease to be registered under
Section 12 of the Securities Exchange Act of 1934.
The Company's board of directors, acting upon the unanimous
recommendation of a special committee of the Company's board of
directors composed entirely of independent directors unaffiliated
with the Buyer Group or any member of the management of the
Company, authorized and approved the Merger Agreement, the Plan of
Merger and the transactions contemplated thereby (including the
Merger) and resolved to recommend that the Company's shareholders
vote FOR, among other things, the proposal to authorize and approve
the Merger Agreement, the Plan of Merger and the transactions
contemplated thereby (including the Merger).
Shareholders of record at the close of business in the
Cayman Islands on March 22, 2019 will be entitled to attend and
vote at the EGM. ADS holders as of the close of business in
New York City on March 11, 2019 will be entitled to instruct
JPMorgan Chase Bank, N.A., in its capacity as the ADS depositary,
to vote the Class A common shares represented by their ADSs at the
EGM.
Additional information regarding the EGM and the Merger
Agreement can be found in the transaction statement on Schedule
13E-3 and the definitive proxy statement attached as Exhibit
(a)-(1) thereto, as amended, filed with the U.S. Securities and
Exchange Commission (the "SEC"), which can be obtained, along with
other filings containing information about the Company, the
proposed Merger and related matters, without charge, from the SEC's
website (www.sec.gov) or at the SEC's public reference room located
at 100 F Street, NE, Room 1580, Washington, D.C. 20549. In addition, copies of
these documents can also be obtained, without charge, by contacting
the Company at +86 (21) 6468-7000 ext. 8830 or via email
at ir@ehic.com.cn.
SHAREHOLDERS AND ADS HOLDERS ARE URGED TO READ CAREFULLY AND IN
THEIR ENTIRETY THESE MATERIALS AND OTHER MATERIALS FILED WITH OR
FURNISHED TO THE SEC WHEN THEY BECOME AVAILABLE, AS THEY CONTAIN
IMPORTANT INFORMATION ABOUT THE COMPANY, THE PROPOSED MERGER AND
RELATED MATTERS.
The Company and certain of its directors, executive officers and
other members of management and employees may, under SEC rules, be
deemed to be "participants" in the solicitation of proxies from the
Company's shareholders with respect to the proposed Merger. Further
information regarding persons who may be deemed participants,
including any direct or indirect interests they may have, is set
forth in the definitive proxy statement relating to the Merger.
This announcement is neither a solicitation of proxy, an offer
to purchase nor a solicitation of an offer to sell any securities
and it is not a substitute for any proxy statement or other filings
that may be made with the SEC in respect of the proposed
Merger.
About eHi Car Services Limited
eHi Car Services Limited (NYSE: EHIC) is a leading car rental
and car services provider in China. The Company's mission is
to provide comprehensive mobility solutions as an alternative to
car ownership by best utilizing existing resources and sharing
economy to create optimal value. eHi distinguishes itself
in China's fast-growing car rental and car services
market through its complementary business model, customer-centric
corporate culture, broad geographic coverage, efficient fleet
management, leading brand name, and commitment to technological
innovation. eHi is the exclusive strategic partner
in China to the brands Enterprise Rent-A-Car, National
Car Rental and Alamo Rent A Car owned by Enterprise Holdings, Inc.,
the largest car rental provider in the world. Enterprise Holdings,
Inc. is owned by The Crawford Group, Inc. For more information
regarding eHi, please visit http://en.1hai.cn.
Safe Harbor
This news release may include certain statements that are not
descriptions of historical facts, but are forward-looking
statements. These forward-looking statements can be identified by
terminology such as "if," "will," "expects," "anticipates,"
"future," "intends," "plans," "believes," "estimates" and similar
statements. Forward-looking statements involve risks, uncertainties
and other factors that could cause actual results to differ
materially from those contained in any such statements. Potential
risks and uncertainties include, but are not limited to,
uncertainties as to the expected benefits and costs of the proposed
Merger; the expected timing of the completion of the Merger; the
parties' ability to complete the Merger considering the various
closing conditions; the possibility that various closing conditions
to the Merger may not be satisfied or waived; how the Company's
shareholders will vote at the meeting of shareholders; the
possibility that competing offers will be made and other risks and
uncertainties discussed in the Company's filings with the SEC,
including the Schedule 13E-3 transaction statement and the proxy
statement filed by the Company in connection with the Merger. The
Company does not undertake any obligation to update any
forward-looking statement, except as required under applicable
law.
View original
content:http://www.prnewswire.com/news-releases/ehi-car-services-announces-extraordinary-general-meeting-of-shareholders-300809960.html
SOURCE eHi Car Services Limited