BEIJING, April 30, 2020 /PRNewswire/ -- 58.com Inc. (NYSE:
WUBA) ("58.com" or the "Company"), China's largest online classifieds
marketplace, today announced that its Board of Directors (the
"Board") has received a preliminary non-binding proposal letter
dated April 30, 2020 (the "Proposal
Letter") from Warburg Pincus Asia LLC, General Atlantic Singapore
Fund Pte. Ltd., Ocean Link Partners Limited, and Mr. Jinbo Yao, Chairman of the Board and Chief
Executive Officer of 58.com (collectively, the "Consortium"), with
respect to the proposed "going-private" transaction (the
"Proposed Transaction") wherein the Consortium proposes to acquire
all of the outstanding ordinary shares of the Company, including
Class A ordinary shares represented by the American Depositary
Shares of the Company (the "ADSs", each representing two Class A
ordinary shares) for US$27.50 in cash
per ordinary share, or US$55.00 in
cash per ADS. A copy of the proposal letter is attached hereto as
Exhibit A. The Consortium was formed in furtherance of the proposed
transaction initially set forth in the preliminary non-binding
proposal letter submitted by Ocean Link Partners Limited to the
Company on April 2, 2020, and the
Proposal Letter updates the initial proposal letter accordingly. As
previously announced, the Board had formed a committee of two
independent directors (the "Special Committee") to evaluate the
Proposed Transaction, or any alternative strategic option that the
Company may pursue. The Special Committee will continue to evaluate
the Proposed Transaction in light of the latest development.
The Board and the Special Committee caution the Company's
shareholders and others considering trading the Company's
securities that no decisions have been made with respect to the
Proposed Transaction or any alternative strategic option that the
Company may pursue. There can be no assurance that any definitive
offer will be received, that any definitive agreement will be
executed relating to the Proposed Transaction or that any other
transaction will be approved or consummated. The Company does not
undertake any obligation to provide any updates with respect to any
transaction, except as required under applicable law.
About 58.com Inc.
58.com Inc. (NYSE: WUBA) operates China's largest online classifieds
marketplace, as measured by monthly unique visitors on both its
www.58.com website and mobile applications. The Company's online
marketplace enables local business users and consumer users to
connect, share information and conduct business. 58.com's broad,
in-depth and high-quality local information, combined with its
easy-to-use website and mobile applications, has made it a trusted
marketplace for consumers. 58.com's strong brand recognition, large
and growing user base, merchant network and massive database of
local information create a powerful network effect. For more
information on 58.com, please visit http://www.58.com.
Safe Harbor Statements
This press release contains forward-looking statements 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. 58.com may also
make written or oral forward-looking statements in its reports
filed with or furnished to the U.S. Securities and Exchange
Commission, 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. Any statements
that are not historical facts, including statements about 58.com's
beliefs and expectations, are forward-looking statements that
involve factors, risks and uncertainties that could cause actual
results to differ materially from those in the forward-looking
statements. Such factors and risks include, but not limited to the
following: 58.com's goals and strategies; its future business
development, financial condition and results of operations; its
ability to retain and grow its user base and network of local
merchants for its online marketplace; the growth of, and trends in,
the markets for its services in China; the outbreak of COVID-19 or other
health epidemics in China or
globally; the demand for and market acceptance of its brand and
services; competition in its industry in China; its ability to maintain the network
infrastructure necessary to operate its website and mobile
applications; relevant government policies and regulations relating
to the corporate structure, business and industry; and its ability
to protect its users' information and adequately address privacy
concerns. Further information regarding these and other risks,
uncertainties or factors is included in the Company's filings with
the U.S. Securities and Exchange Commission. All information
provided in this press release is current as of the date of the
press release, and 58.com does not undertake any obligation to
update such information, except as required under applicable
law.
For more information, please contact:
58.com Inc.
ir@58.com
Christensen
In China
Mr. Christian Arnell
Phone: +86-10-5900-1548
E-mail: carnell@christensenir.com
In US
Ms. Linda Bergkamp
Phone: +1-480-614-3004
Email: lbergkamp@ChristensenIR.com
Exhibit A
Updated Preliminary
Non-Binding Proposal
to Acquire 58.com Inc.
April 30, 2020
The Board of Directors
58.com Inc.
Building 105, 10 JiuXianQiao North Road Jia
Chaoyang District, Beijing
100015
The People's Republic of China
Dear Board Members,
Reference is made to the preliminary non-binding proposal dated
April 2, 2020 (the "Original
Proposal", as amended and updated by this letter and as may be
further amended and updated from time to time, the "Proposal") from
Ocean Link Partners Limited (together with its affiliated
investment entities, "Ocean Link") to acquire all of the
outstanding ordinary shares of 58.com Inc. (the "Company") in a
going private transaction (the "Transaction").
We, Warburg Pincus Asia LLC (together with its affiliated
investment entities, "Warburg Pincus"), General Atlantic Singapore
Fund Pte. Ltd. (together with its affiliated investment entities,
"General Atlantic"), Ocean Link, and Mr. Jinbo Yao, the Chief Executive Officer of the
Company (collectively, the "Initial Consortium Members"), are
pleased to update the Proposal to, among other things, inform you
that we are forming a buyer consortium with respect to the proposed
Transaction (the "Consortium").
We believe that our Proposal provides an attractive opportunity
for the Company's shareholders. The Proposal represents a premium
of approximately 17.8% to the closing price of the Company's ADSs
on the trading day immediately preceding the Original Proposal and
a premium of 17.1% to the volume-weighted average closing price
during the last 15 calendar days preceding the Original
Proposal.
Set forth below are the updated primary terms of our
Proposal:
1. Consortium Members. The Initial Consortium Members
have agreed to work exclusively with each other in pursuing the
proposed Transaction. The Initial Consortium Members in the
aggregate hold approximately 44.1% of the total voting power of the
Company's issued and outstanding shares.
2. Purchase Price. We propose to acquire all of the
outstanding ordinary shares of the Company and the American
Depositary Shares of the Company (each, an "ADS", representing two
Class A ordinary shares of the Company). The consideration payable
for each ADS to be acquired will be US$55.00 in cash, or US$27.50 in cash per ordinary share (in each case
other than those ADSs or ordinary shares that may be rolled over in
connection with the proposed Transaction).
3. Funding. We intend to fund the Transaction with a
combination of equity and debt financing, and we expect the
commitments for the required funding, subject to the terms and
conditions set forth in the equity and debt financing documents, to
be in place when the definitive agreements for the Transaction (the
"Definitive Agreements") are signed. Equity financing will be
provided by the Initial Consortium Members and additional members
that may be admitted into the Consortium. We are confident of
our ability to secure adequate financing for the Transaction in a
timely manner.
4. Due Diligence. We, along with our advisors, are prepared to
move expeditiously to carry out our due diligence on the
Company. The Initial Consortium Members, together with our
advisors, have significant experience in structuring and
consummating transactions of this type and believe that we will be
in a position to complete customary due diligence for the
Transaction in a timely manner and in parallel with negotiation of
the Definitive Agreements.
5. Definitive Agreements. We are prepared to promptly negotiate
and finalize the Definitive Agreements. These documents will
provide for representations, warranties, covenants and conditions
which are typical, customary and appropriate for transactions of
this type.
6. Process. We believe that the Transaction will provide
superior value to the Company's shareholders. We understand that
the Company's Board of Directors has established a special
committee (the "Special Committee") comprised of independent
directors to evaluate our Proposal and any alternative strategic
option that the Company may pursue. We look forward to
promptly engaging with the Special Committee and its advisors to
discuss our Proposal.
In considering our Proposal, you should be aware that the
Initial Consortium Members do not intend to sell their shares in
the Company to any third party or support any competing bid to our
Proposal while remaining a member of the Consortium.
7. About Warburg Pincus. Warburg Pincus is a leading
global private equity firm focused on growth investing. Warburg
Pincus has more than $54 billion in
private equity assets under management. Warburg Pincus' active
portfolio of more than 185 companies is highly diversified by
stage, sector, and geography. Warburg Pincus is an experienced
partner to management teams seeking to build durable companies with
sustainable value. Founded in 1966, Warburg Pincus has raised 19
private equity funds, which have invested more than $83 billion in over 895 companies in more than 40
countries. Warburg Pincus is headquartered in New York with offices in Amsterdam, Beijing, Berlin, Hong
Kong, Houston, London, Luxembourg, Mumbai, Mauritius, San
Francisco, São Paulo, Shanghai, and Singapore.
8. About General Atlantic. General Atlantic is a leading
global growth equity firm providing capital and strategic support
for growth companies. Established in 1980, General Atlantic has
more than 180 investment professionals based in New York, Greenwich, Palo
Alto, São Paulo, London,
Munich, Mexico City, Beijing, Shanghai, Hong
Kong, Mumbai, Singapore and Jakarta. General Atlantic combines a
collaborative global approach, sector specific expertise, a
long-term investment horizon and a deep understanding of growth
drivers to partner with management teams to build exceptional
businesses worldwide. General Atlantic has $37 billion in assets under management, and the
firm's unique capital base is comprised of long-term commitments
primarily from wealthy families and large charitable foundations;
this affords General Atlantic with flexibility in investment
structures and time horizon, enabling a strong partnership approach
with growth companies.
9. About Ocean Link. Ocean Link is a private equity firm
with a focus on China's consumer,
travel and TMT sectors. Ocean Link currently manages two USD funds and an RMB Fund. With teams in
Shanghai, Beijing and Hong
Kong, Ocean Link invests in the leading companies across the
value chain and sub-verticals of the abovementioned sectors.
10. No Binding Commitment. This letter constitutes only a
preliminary indication of our interest, and does not constitute any
binding commitment with respect to the Transaction or in connection
with the Company's securities. A binding commitment will result
only from the execution of Definitive Agreements, and then will be
on terms and conditions provided in such documentation.
11. Governing Law. This letter shall be governed by, and
construed in accordance with, the laws of the State of New York without regard to the
conflicts of law principles thereof.
We would like to express our commitment to working
collaboratively with the Special Committee and its advisors to
bring the Transaction to a successful and timely conclusion. Should
you have any questions regarding our Proposal, please do not
hesitate to contact us.
Sincerely,
Warburg Pincus Asia LLC
By: Julian Cheng, Managing
Director
/s/ Julian Cheng
General Atlantic Singapore Fund Pte. Ltd.
By: Ong Yu Huat, Director
/s/ Ong Yu Huat
Ocean Link Partners Limited
By: Tony Tianyi Jiang, Partner
/s/ Tony Tianyi Jiang
Jinbo Yao
/s/ Jinbo Yao
View original
content:http://www.prnewswire.com/news-releases/58com-announces-receipt-of-updated-preliminary-non-binding-proposal-301050221.html
SOURCE 58.com Inc
