BEIJING, Oct. 16, 2015 /PRNewswire/ -- Youku Tudou Inc.
(NYSE: YOKU), a leading multi-screen entertainment and media
company in China ("Youku Tudou" or
the "Company"), today announced that its Board of Directors (the
"Board") has received a nonbinding proposal, dated October 16, 2015, from Alibaba Group Holding
Limited ("Alibaba") for a "going private" transaction in which it
would acquire all of the outstanding ordinary shares of the
Company, including ordinary shares represented by American
depositary shares ("ADSs," each representing 18 ordinary shares of
the Company), that are not owned by Alibaba for US$26.60 per ADS in cash, subject to certain
conditions (the "Transaction"). The offer price set forth in the
proposal letter represents a premium of approximately 30.2% over
the closing price of the ADSs as quoted by the New York Stock
Exchange (the "NYSE") on October 15,
2015, the last trading day prior to this announcement, and a
premium of 44.5% to the volume-weighted average closing price of
the ADSs as quoted by the NYSE during the last three months.
In connection with the proposal letter, certain shareholders of
the Company, including Victor Koo,
the Company's founder, chairman and chief executive officer,
Chengwei Capital and various entities affiliated with them have
entered into a Support Agreement with Alibaba, dated October 16, 2015, pursuant to which such
shareholders have agreed to, among other things and solely in their
capacity as shareholders of the Company, vote their shares of the
Company in favor of the Transaction in accordance with the terms of
the Support Agreement.
According to the proposal letter, Alibaba intends to fund the
consideration payable in the Transaction with its cash on
hand.
The Board has formed a special committee consisting of two
independent disinterested directors, Mr. Jonathan Jia Zhu and Mr. Jixun Foo, to consider the Transaction.
The special committee will retain independent legal and financial
advisors to assist it in this process.
The Board cautions the Company's shareholders and others
considering trading in its securities that the Board has just
received the proposal letter and no decisions have been made with
respect to the Company's response to the Transaction. There can be
no assurance that any definitive offer will be made, that any
agreement will be executed or that this or any other transaction
will be approved or consummated. The Company does not
undertake any obligation to provide any updates with respect to
this or any other transaction, except as required under applicable
law.
About Youku Tudou Inc.
Youku Tudou Inc. (NYSE: YOKU) is a leading multi-screen
entertainment and media company in China. Youku Tudou is China's leading Internet television platform,
enabling users to search, view and share high-quality video content
quickly and easily across multiple devices. Its Youku brand and
Tudou brand are among the most recognized online video brands in
China. Youku Tudou's American
depositary shares, each representing 18 of Youku Tudou's
Class A ordinary shares, are traded on the NYSE under the
symbol "YOKU."
Safe Harbor Statement
This announcement contains forward-looking statements. These
forward-looking statements can be identified by terminology such as
"will," "expects," "anticipates," "future," "intends," "plans,"
"believes," "estimates," "may," "intend," "confident," "is
currently reviewing," "it is possible," "subject to" and similar
statements. Youku Tudou may also make written or oral
forward-looking statements in its reports filed or furnished with
the U.S. Securities and Exchange Commission, including Forms 20-F
and 6-K, 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 Youku Tudou's
beliefs and expectations, are forward-looking statements and are
subject to change. Forward-looking statements involve inherent
risks and uncertainties. A number of important factors could cause
actual results to differ materially from those contained, either
expressly or impliedly, in any of the forward-looking statements in
this press release. Potential risks and uncertainties are outlined
in Youku Tudou's filings with the U.S. Securities and Exchange
Commission. All information provided in this press release is
current as of the date of this press release, and Youku Tudou does
not undertake any obligation to update any such information, except
as required under applicable law.
For more information, please contact:
Ryan Cheung
Vice President, Finance
Youku Tudou Inc.
Tel: (+8610) 5890-6883
Email: ryan.cheung@youku.com
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SOURCE Youku Tudou Inc.