58.com Announces Shareholders' Approval of Merger Agreement
BEIJING, Sept. 7, 2020 /PRNewswire/ -- 58.com Inc. (NYSE: WUBA) ("58.com" or the "Company"), China's largest online market place for classifieds, today announced that at an extraordinary general meeting of shareholders held today, the Company's shareholders voted in favor of, among other things, the proposal to authorize and approve the execution, delivery and performance of the previously announced agreement and plan of merger, dated as of June 15, 2020 (the "Merger Agreement"), among the Company, Quantum Bloom Group Ltd, an exempted company with limited liability incorporated under the laws of the Cayman Islands ("Parent"), and Quantum Bloom Company Ltd, an exempted company with limited liability incorporated under the laws of the Cayman Islands and a wholly-owned subsidiary of Parent ("Merger Sub"), and the plan of merger required to be filed with the Registrar of Companies of the Cayman Islands (the "Plan of Merger"), pursuant to which Merger Sub will merge with and into the Company, with the Company continuing as the surviving company and becoming a wholly owned subsidiary of the Parent (the "Merger"), and to authorize and approve the consummation of any and all transactions contemplated by the Merger Agreement and the Plan of Merger, including the Merger.
Approximately 61% of the Company's total outstanding Class A ordinary shares and Class B ordinary shares, par value US$0.00001 per share (each, a "Class A Share" and "Class B Share," respectively), including Class A Shares represented by the Company's American depositary shares (the "ADSs"), attended the extraordinary general meeting by proxy. Each shareholder has one vote for each Class A Share or 10 votes for each Class B Share. These shares represented approximately 65% of the total outstanding votes represented by the Company's total ordinary shares outstanding at the close of business in the Cayman Islands on the record date of August 14, 2020. The Merger Agreement, the Plan of Merger and the transactions contemplated thereby, including the Merger, were approved by over 75% of the total votes cast at the extraordinary general meeting.
Completion of the Merger is subject to the satisfaction or waiver of the conditions set forth in the Merger Agreement. The Company will work with the other parties to the Merger Agreement towards satisfying all other conditions precedent to the Merger set forth in the Merger Agreement and complete the Merger as quickly as possible. If and when completed, the Merger would result in the Company becoming a private company and its ADS would no longer be listed or traded on any stock exchange, including the New York Stock Exchange, and the Company's ADS program would be terminated.
About 58.com Inc.
58.com Inc. (NYSE: WUBA) operates China's largest online market place for classifieds, 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 Statement
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. 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: the possibility that financing may not be available; the possibility that various closing conditions for the transaction may not be satisfied or waived; and other risks and uncertainties discussed in documents filed with the SEC by the Company, as well as the Schedule 13E-3 transaction statement and the proxy statement filed by the Company. Further information regarding these and other risks, uncertainties or factors is included in the Company's filings with the SEC. 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:
Mr. Eric Yuan
In the U.S.
Ms. Linda Bergkamp
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