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PR Newswire

Tencent Music Entertainment Group Announces Closing of US$800 Million Notes Offering

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SHENZHEN, China, Sept. 4, 2020 — Tencent Music Entertainment Group ("Tencent Music," "TME," or the "Company") (NYSE: TME), the leading online music entertainment platform in China, today announced the closing of its public offering of US$800 million aggregate principal amount of senior unsecured notes consisting of US$300 million of 1.375% notes due 2025 and US$500 million of 2.000% notes due 2030. The notes have been registered under the U.S. Securities Act of 1933, as amended, and are listed on the Hong Kong Stock Exchange.

The Company expects to receive net proceeds from the offering of approximately US$792.4 million, after deducting underwriting discounts and commissions and estimated offering expenses. The Company intends to use the net proceeds from the offering for general corporate purposes.

The joint bookrunners of the offering are BofA Securities, J.P. Morgan Securities LLC, Goldman Sachs (Asia) L.L.C. and Morgan Stanley. The joint lead managers of the offering are BofA Securities, J.P. Morgan Securities LLC, Goldman Sachs (Asia) L.L.C., Morgan Stanley, Bank of China (Hong Kong), Credit Suisse, Deutsche Bank, HSBC and Mizuho Securities.

The Company has an automatic shelf registration statement on Form F-3 (including a base prospectus) on file with the U.S. Securities and Exchange Commission (the "SEC") and has filed the related prospectus supplement with the SEC for the offering of the notes. The offering is being made only by means of the prospectus supplement and accompanying base prospectus. Before you invest, you should read the prospectus supplement and accompanying base prospectus and other documents that the Company has filed with the SEC for more complete information about the Company and the offering. You may obtain these documents free of charge by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the Company, any underwriter or any dealer participating in the offering will arrange to send an investor the prospectus if the investor requests it by calling BofA Securities, Inc. located at One Bryant Park, New York, NY 10036, USA at +1-800-294-1322, J.P. Morgan Securities LLC located at 383 Madison Avenue, New York, NY 10179, USA at +1-212-834-4533, Goldman Sachs & Co located at 200 West Street, New York, NY 10282, USA at +1-866-471-2526, and Morgan Stanley & Co. LLC located at 29th Floor, 1585 Broadway, New York, NY 10036, USA at +1-212-761-6691.

This announcement is not an offer of the securities for sale in the United States and shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of, these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. The securities referred to herein have not been and will not be registered under the applicable securities laws of any jurisdiction outside of the United States.

About Tencent Music Entertainment

Tencent Music Entertainment Group (NYSE: TME) is the leading online music entertainment platform in China, operating the country’s highly popular and innovative music apps: QQ Music, Kugou Music, Kuwo Music and WeSing. Tencent Music’s mission is to use technology to elevate the role of music in people’s lives by enabling them to create, enjoy, share and interact with music. Tencent Music’s platform comprises online music, online karaoke and music-centric live streaming services, enabling music fans to discover, listen, sing, watch, perform and socialize around music. For more information, please visit ir.tencentmusic.com.

Safe Harbor Statement

This press release contains forward-looking statements. These statements are made under the "safe harbor" provisions of the U.S. Private Securities Litigation Reform Act of 1995. Statements that are not historical facts, including statements about the Company’s beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties, and a number of factors could cause actual results to differ materially from those contained in any forward-looking statement. In some cases, forward-looking statements can be identified by words or phrases such as "may," "will," "expect," "anticipate," "target," "aim," "estimate," "intend," "plan," "believe," "potential," "continue," "is/are likely to" or other similar expressions. 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 as of the date of this press release, and the Company does not undertake any duty to update such information, except as required under applicable law.

Investor Relations Contact

Tencent Music Entertainment Group
ir@tencentmusic.com
+86 (755) 8601-3388 ext. 871720

Related Links :

http://www.qqmusic.com

PR Newswire

Qualcomm Announces Pricing Terms of Its Cash Offers for Four Series of Notes Open to Retail Holders Only

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SAN DIEGO, Aug. 12, 2020 — Qualcomm Incorporated (NASDAQ: QCOM) announced today the pricing terms of its four separate offers to purchase for cash (each, a "Cash Offer," and collectively, the "Cash Offers") any and all of the outstanding notes listed in the table below (collectively, the "Old Notes"), on the terms and subject to the conditions set forth in the Offer to Purchase dated August 5, 2020 (the "Offer to Purchase" and, together with the certification to participate in the Cash Offers, the instructions for such certification and the notice of guaranteed delivery, the "Cash Offer Documents"). The Cash Offers are subject to an aggregate maximum condition as set forth below.

The Cash Offers will expire at 5:00 p.m., New York City time today, August 11, 2020 (such date and time, as may be extended or earlier terminated by Qualcomm, the "Cash Offer Expiration Date"). The "Cash Offer Settlement Date" will be promptly following the Cash Offer Expiration Date and is expected to be August 14, 2020.

Only holders who are not "qualified institutional buyers" and who are not non-U.S. persons (other than "retail investors" in the European Economic Area or in the United Kingdom and investors in any province or territory of Canada that are individuals or that are institutions or other entities that do not qualify as both "accredited investors" and "permitted clients") are eligible to participate in this transaction, as more fully described below. Qualcomm also announced today the pricing terms of its transaction to exchange such four series of notes pursuant to private exchange offers (each, an "Exchange Offer" and collectively, the "Exchange Offers"), which are open only to Ineligible Holders (as defined below).

The following table sets forth, for each series of Old Notes, the yields and the Tender Consideration (as defined in the Cash Offer Documents) for each $1,000 principal amount of such Old Notes validly tendered and not validly withdrawn prior to the Cash Offer Expiration Date and accepted by Qualcomm:

Title of Series of
Old Notes to be
Purchased

CUSIP/ISIN

Reference U.S.

Treasury Security

Reference Yield(1)

Fixed Spread

(basis points)

Yield(2)

Tender Consideration

3.000% Notes due 2022 ("Old 2022 Notes")

747525AE3;

US747525AE30

1.750% U.S. Treasury Notes due May 15, 2022

0.176%

15

0.326%

$1,047.06

2.600% Notes due 2023 ("Old 2023 Notes")

747525AR4;

US747525AR43

2.125% U.S. Treasury Notes due December 31, 2022

0.176%

15

0.326%

$1,053.82

2.900% Notes due 2024 ("Old 2024 Notes")

747525AT0;

US747525AT09

2.125% U.S. Treasury Notes due March 31, 2024

0.216%

15

0.366%

$1,090.54

3.450% Notes due 2025 ("Old 2025 Notes")

747525AF0;
US747525AF05

2.000% U.S. Treasury Notes due February 15, 2025

0.264%

20

0.464%

$1,133.31

(1)

Represents the bid-side yield on the Reference U.S. Treasury Security calculated as of 2:00 p.m., New York City time, on August 11, 2020, in accordance with the procedures set forth in the Offer to Purchase.

(2)

Represents the bid-side yield on the Reference U.S. Treasury Security plus the applicable Fixed Spread, calculated in accordance with the procedures set forth in the Offer to Purchase.

Upon the terms and subject to the conditions set forth in the Cash Offer Documents, Eligible Holders (as defined below) who (i) validly tender and who do not validly withdraw Old Notes at or prior to the Cash Offer Expiration Date or (ii) deliver a properly completed and duly executed notice of guaranteed delivery and all other required documents at or prior to the Cash Offer Expiration Date and tender their Old Notes pursuant to the Cash Offers at or prior to 5:00 p.m., New York City time, on the second business day after the applicable Cash Offer Expiration Date pursuant to guaranteed delivery procedures, expected to be August 13, 2020, subject in each case to the delivery of the certification to participate in the Cash Offers and tendering the applicable minimum denominations, and whose Old Notes are accepted for purchase by Qualcomm, will receive consideration in the Cash Offers equal to the applicable Tender Consideration.

We also intend to pay in cash accrued and unpaid interest on the Old Notes accepted for purchase from the last applicable interest payment date for the Old Notes to, but excluding, the Cash Offer Settlement Date (the "Accrued Coupon Payment").

Terms of the Cash Offers

The complete terms and conditions of the Cash Offers are set forth in the Cash Offer Documents, each of which have been distributed to Eligible Holders in connection with the proposed Cash Offers. Each Cash Offer is subject to certain conditions, including (i) the timely satisfaction or waiver of all of the conditions precedent to the completion of the corresponding Exchange Offer for such series of Old Notes (with respect to each Exchange Offer, the "Exchange Offer Completion Condition") and (ii) that the aggregate principal amount of cash payable by Qualcomm to Eligible Holders participating in the Cash Offers is no greater than $300 million before giving effect to the Accrued Coupon Payment (the "Aggregate Maximum Cash Offer Condition"). The Exchange Offers are subject to certain conditions, including that the aggregate principal amount of New 2028 Notes to be issued under the Exchange Offers must be equal to or greater than $500 million (the "New 2028 Notes Minimum Condition") and that the aggregate principal amount of New 2032 Notes to be issued under the Exchange Offers must be equal to or greater than $500 million (the "New 2032 Notes Minimum Condition," and together with the New 2028 Notes Minimum Condition, the "Minimum Condition Requirements"). Qualcomm will terminate a Cash Offer for a given series of Old Notes if it terminates the Exchange Offer for such series of Old Notes, and Qualcomm will terminate the Exchange Offer for a given series of Old Notes if it terminates the Cash Offer for such series of Old Notes. The Exchange Offer Completion Condition may not be waived by Qualcomm; however, Qualcomm reserves the right, in its sole discretion, to waive the other conditions, including the Aggregate Maximum Cash Offer Condition and either Minimum Condition Requirement. If (i) the New 2028 Notes Minimum Condition is not satisfied, Qualcomm will not accept any Old 2022 Notes or Old 2023 Notes in the Exchange Offers and will terminate the corresponding Cash Offers for such notes and (ii) the New 2032 Notes Minimum Condition is not satisfied, Qualcomm will not accept any Old 2024 Notes or Old 2025 Notes in the Exchange Offers and will terminate the corresponding Cash Offers for such notes, in each case unless Qualcomm waives the applicable Minimum Condition Requirement. If the Aggregate Maximum Cash Offer Condition is not satisfied or waived, Qualcomm will terminate the Cash Offers and the Exchange Offers.

Only holders of Old Notes who are not (i) "qualified institutional buyers" within the meaning of Rule 144A under the Securities Act of 1933, as amended (the "Securities Act"), and who are not (ii) non-U.S. persons (as defined in Rule 902 under the Securities Act) located outside of the United States within the meaning of Regulation S under the Securities Act, other than "retail investors" (as defined below) in the European Economic Area or the United Kingdom, are eligible to participate in the Cash Offers. For these purposes, a retail investor means a person who is one (or more) of: (i) a retail client as defined in point (11) of Article 4(1) of Directive 2014/65/EU (as amended, "MiFID II"); or (ii) a customer within the meaning of Directive 2002/92/EC (as amended, the "Insurance Mediation Directive"), where that customer would not qualify as a professional client as defined in point (10) of Article 4(1) of MiFID II; or (iii) not a qualified investor as defined in Regulation (EU) 2017/1129 (as amended, the "Prospectus Regulation"). Holders of Old Notes located or resident in a province or territory of Canada will only be eligible to participate in the Cash Offers if they are (i) individuals; or (ii) institutions or other entities that do not qualify as both "accredited investors," as such term is defined in National Instrument 45-106 – Prospectus Exemptions ("NI 45-106") of the Canadian Securities Administrators or Section 73.3(1) of the Securities Act (Ontario), and "permitted clients," as such term is defined in National Instrument 31-103 – Registration Requirements, Exemptions and Ongoing Registrant Obligations ("NI 31-103") of the Canadian Securities Administrators. We refer to holders who meet the foregoing criteria in this paragraph as "Eligible Holders." Qualcomm refers to holders of Old Notes who are not Eligible Holders as "Ineligible Holders."

Only Eligible Holders who have delivered a certification to Global Bondholder Services Corporation, certifying that they are Eligible Holders, will be authorized to participate in the Cash Offers.

Holders are advised to check with any bank, securities broker or other intermediary through which they hold Old Notes as to when such intermediary needs to receive instructions from a holder in order for that holder to be able to participate in, or (in the circumstances in which revocation is permitted) revoke their instruction to participate in the Cash Offers before the deadlines specified herein and in the Cash Offer Documents. The deadlines set by each clearing system for the submission and withdrawal of tender instructions will also be earlier than the relevant deadlines specified herein and in the Cash Offer Documents.

This press release is not an offer to sell or a solicitation of an offer to buy any of the securities described herein. The Cash Offers are being made solely by the Cash Offer Documents and only to such persons and in such jurisdictions as is permitted under applicable law.

Goldman Sachs & Co. LLC and Barclays Capital Inc. are acting as the Joint-Lead Dealer Managers for the Cash Offers, and Deutsche Bank Securities Inc., J.P. Morgan Securities LLC, Blaylock Van, LLC and Loop Capital Markets LLC are acting as Co-Dealer Managers for the Cash Offers. For additional information regarding the terms of the offer, please contact Goldman Sachs & Co. LLC at (800) 828-3182 (toll free), (212) 902-6941 (collect) or GS-LM-NYC@gs.com or Barclays Capital Inc. at (800) 438-3242 (toll free), (212) 528-7581 (collect) or us.lm@barclays.com. Global Bondholder Services Corporation will act as the tender agent and information agent for the Cash Offers. Questions or requests for assistance related to the Cash Offers or for additional copies of the Cash Offer Documents may be directed to Global Bondholder Services Corporation at (866) 470-3900 (toll free) or (212) 430-3774 (collect). You may also contact your broker, dealer, commercial bank, trust company or other nominee for assistance concerning the Cash Offers.

The Cash Offer Documents can be accessed at the following link: http://www.gbsc-usa.com/QUALCOMM/.

About Qualcomm

Qualcomm is the world’s leading wireless technology innovator and the driving force behind the development, launch and expansion of 5G. When we connected the phone to the internet, the mobile revolution was born. Today, our foundational technologies enable the mobile ecosystem and are found in every 3G, 4G and 5G smartphone. We bring the benefits of mobile to new industries, including automotive, the internet of things and computing, and are leading the way to a world where everything and everyone can communicate and interact seamlessly.

Qualcomm Incorporated includes our licensing business, QTL, and the vast majority of our patent portfolio. Qualcomm Technologies, Inc., a subsidiary of Qualcomm Incorporated, operates, along with its subsidiaries, substantially all of our engineering, research and development functions, and substantially all of our products and services businesses, including our QCT semiconductor business.

Cautionary Note Regarding Forward-Looking Statements

Any statements contained in this press release that are not historical facts are forward-looking statements as defined in the U.S. Private Securities Litigation Reform Act of 1995. Additionally, statements regarding the rapid, global spread of the recent coronavirus (COVID-19) pandemic, and its potential future impact on the global economy, including the potential for a global recession; economic uncertainty and consumer and business confidence; demand for devices that incorporate our products and intellectual property; our and the global wireless industry’s supply chains, transportation and distribution networks and workforces; 5G network deployments; and our business, revenues, results of operations, cash flows and financial condition; as well as statements regarding our planning assumptions, workforce practices, the duration and severity of the pandemic, and government and other actions to mitigate the spread of, and to treat, COVID-19 are forward-looking statements. Forward-looking statements further include but are not limited to statements regarding industry, market, business, product, technology, commercial, competitive or consumer trends; our businesses, growth potential or strategies, or factors that may impact them; challenges to our licensing business, including by licensees, governments, governmental agencies or regulators, standards bodies or others; challenges to our QCT semiconductor business; other legal or regulatory matters; competition; new or expanded product areas, adjacent industry segments or applications; costs or expenditures including research and development, selling, general and administrative, restructuring or restructuring-related charges, working capital or information technology systems; our financing, stock repurchase or dividend programs; strategic investments or acquisitions; adoption and application of future accounting guidance; tax law changes; our tax structure or strategies; U.S./China trade or national security policies; or the potential business or financial statement impacts of any of the above, among others. Forward-looking statements are generally identified by words such as "expects," "anticipates," "intends," "plans," "believes," "seeks," "estimates" and similar expressions or variations of such words, but these words are not the exclusive means of identifying forward-looking statements in this press release. These statements are based on Qualcomm’s current expectations or beliefs, and are subject to uncertainty and changes in circumstances. Actual results may differ materially from those expressed or implied by the statements herein due to changes in economic, business, competitive, technological, strategic and/or regulatory factors, and other factors affecting the operations of Qualcomm. More detailed information about these factors may be found in Qualcomm’s filings with the SEC, including those discussed in Qualcomm’s most recent Annual Report on Form 10-K and in any subsequent periodic reports on Form 10-Q and Form 8-K, each of which is on file with the SEC and available at the SEC’s website at www.sec.gov. SEC filings for Qualcomm are also available in the Investor Relations section of Qualcomm’s website at www.qualcomm.com.

Qualcomm is not obligated to update, or continue to provide information with respect to, any forward-looking statement, whether as a result of new information, future events or otherwise after the date of this press release. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of their dates.

Qualcomm Contacts:

Pete Lancia
Corporate Communications
Phone: 1-858-845-5959
email: corpcomm@qualcomm.com

Mauricio Lopez-Hodoyan
Investor Relations
Phone: 1-858-658-4813
email: ir@qualcomm.com

Information Agent Contact:

Global Bondholder Services Corporation
Phone: 1-866-470-3900 (toll free)
1-212-430-3774 (collect)

Related Links :

http://www.qualcomm.com/

PR Newswire

Senmiao Technology Limited Announces Closing of US$6.0 Million Public Offering of Common Stock

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CHENGDU, China, Aug. 7, 2020  — Senmiao Technology Limited ("Senmiao") (NASDAQ: AIHS), a provider of automobile transaction and related services targeting the online ride-hailing industry in China, today announced the closing of its previously announced underwritten public offering of 12,000,000 shares of common stock at a price of $0.50 per share.  The total gross proceeds from the offering are US$6.0 million, prior to deducting underwriting discounts and offering expenses.

Mr. Xi Wen, Senmiao’s Chairman and Chief Executive Officer stated, "This financing not only strengthens our balance sheet, but also brings new investors to our company and will help us in regaining compliance with the Nasdaq minimum equity requirement.  We are grateful for this opportunity and plan to utilize the proceeds to further augment our business and help drive value for all shareholders."

Senmiao has granted the underwriters a 45-day over-allotment option to purchase an additional 1,800,000 shares of common stock at the same price, less underwriting discounts and commissions.

The Benchmark Company, LLC and Axiom Capital Management, Inc. acted as joint book-running managers for the offering. Ellenoff Grossman & Schole LLP acted as the Company’s legal counsel and Sheppard, Mullin, Richter & Hampton, LLP acted as legal counsel for the joint bookrunning managers.

The securities described above were offered by Senmiao pursuant to a "shelf" registration statement on Form S-3 (File No. 333-230397) previously filed with the Securities and Exchange Commission (the "SEC") on March 19, 2020, and declared effective by the SEC on April 15, 2020.  A final prospectus supplement and the accompanying prospectus relating to and describing the offering was filed with the SEC. Electronic copies of the final prospectus supplement and the accompanying prospectus may be obtained by visiting the SEC’s website at www.sec.gov or by contacting The Benchmark Company, LLC, Attn: Prospectus Department, 150 E. 58th Street, 17th floor, New York, NY 10155, by calling (212) 312-6700 or by e-mail at prospectus@benchmarkcompany.com.

This press release does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or jurisdiction.

About Senmiao Technology Limited

Headquartered in Chengdu, Sichuan Province, Senmiao provides automobile transaction and related services including sales of automobiles, facilitation and services for automobile purchase and financing, management, operating lease, guarantee and other automobile transaction services aimed principally at the growing ride-sharing market in Senmiao’s areas of operation in China. For more information about Senmiao, please visit: http://www.senmiaotech.com.

Cautionary Note Regarding Forward-Looking Statements 

This press release contains forward-looking statements as defined by the Private Securities Litigation Reform Act of 1995, including the statements regarding the use of proceeds of the public offering and Senmiao’s ability to regain compliance with Nasdaq listing standards. These forward-looking statements also are subject to risks, uncertainties and assumptions, including those detailed from time to time in the Senmiao’s filings with the SEC, and represent Senmiao’s views only as of the date they are made and should not be relied upon as representing Senmiao’s views as of any subsequent date. Senmiao undertakes no obligation to publicly revise any forward-looking statements to reflect changes in events or circumstances. 

For more information, please contact:

At the Company:
Yiye Zhou
Email: edom333@ihongsen.com
Phone: +86 28 6155 4399

Investor Relations:
Rene Vanguestaine
Christensen
Email: rvanguestaine@ChristensenIR.com
Phone: +86 178 1749 0483

Linda Bergkamp
Christensen
Email: lbergkamp@ChristensenIR.com
Phone: +1 480 614 3004

 

Related Links :

http://www.ihongsen.com

PR Newswire

ZhongAn Successfully Priced Inaugural US$600 million 5-year Senior Unsecured Notes Issue

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Received a Baa1 IFSR Rating of the Company and Baa2 Rating of the Senior Notes with Oversubscription Exceeding 6 Times at Orderbook Peak

HONG KONG, July 10, 2020 — ZhongAn Online P & C Insurance Co., Ltd. ("ZhongAn Online" or "ZhongAn" or the "Company", HKEx: 6060), a leading online InsureTech company in China, today announced the successful pricing of its US$600 million 5-year 3.125% senior unsecured notes (the "Notes") on July 9, 2020, which are expected to be listed on the Hong Kong Stock Exchange. The Joint Global Coordinators and Joint Bookrunners of this issuance are J.P. Morgan, Credit Suisse, China International Capital Corporation and Morgan Stanley.

This marks ZhongAn’s inaugural public bond issuance in the offshore capital markets. Moody’s Investors Service, a leading international credit rating agency, has assigned a Baa1 insurance financial strength rating (IFSR) to the Company with Stable outlook, and a Baa2 rating to the Notes. Moody’s noted in its rating report that, ZhongAn’s Baa1 IFSR reflects its market presence as the leader in China’s online insurance sector, its strong capitalization, improved product diversification, and low high-risk asset leverage. With stable outlook, Moody’s expects that ZhongAn will continue to maintain strong capitalization and gradually improve its underwriting profitability. Such rating of the Notes does not constitute a recommendation to buy, sell or hold the Notes, does not address the likelihood or timing of prepayment and may be subject to revision, qualification, suspension or withdrawal at any time by Moody’s.

The issuance garnered significant interest from international investors. With an oversubscription exceeding 6 times at orderbook peak, the final price was 285 basis points above the on-the-run 5-year U.S. Treasury bond, tightening by 45 basis points from initial price guidance. In addition, the financing scale of US$600 million is the largest debut USD bond offering by Asian corporates in 2020YTD, and also ranks No. 1 in global InsureTech debt financing. This demonstrates the confidence the capital markets investors have in ZhongAn’s competitive strengths, business model and growth prospects.

Net proceeds from the issuance is intended to be used by the Company for working capital and general corporate purposes. In embracing the "Insurance + Technology" dual engine strategy, ZhongAn will continue to explore numerous application scenarios and capitalize on the vast growth potential of the InsureTech market. Throughout the COVID-19 epidemic, insurance technology has played a significant role in the digital transformation of health insurance and the entire insurance industry. This trend is in line with ZhongAn’s plans for strategic development. Recently, ZhongAn announced a positive profit alert and expected net profit attributable to owners of the Company of the first half of 2020 (the "Period") to increase by no less than 100%. During the Period, the Company’s gross written premiums increased steadily and combined ratio further improved, thus narrowing underwriting loss. This demonstrates the great efforts of the Company to further improve its financial performance.

With the issue of the Notes, ZhongAn believes it will better finance its business development initiatives, while optimizing its capital structure and enhancing international credibility. ZhongAn also believes that its access to diversified financing channels in the future will help sustain the Company’s stable and long-term growth. In addition, the Company believes that the successful notes issue is a positive sign for ZhongAn to strengthen its brand recognition and further expand its international footprint.

About ZhongAn Online P&C Insurance Co., Ltd (HKEx: 6060)

ZhongAn Online P & C Insurance Co., Ltd. ("ZA Online" or "the Company") is a leading InsureTech company in China. Incorporated on 9 October 2013, the Company primarily offers insurance products and solutions in the context of five major ecosystems: health ecosystem, lifestyle consumption ecosystem, consumer finance ecosystem, auto ecosystem, and travel ecosystem. ZA Online has proved and enhanced its technology strength through the operations of its insurance business and exports its advanced experience and technologies to domestic and overseas clients. On 28 September 2017, ZA Online became the first Fintech company to be listed on the HKEX (Stock Code: 6060) and from 2018 onwards, the Company started to explore international business development, cooperation and investment opportunities in relation to Fintech and InsureTech businesses in overseas markets.

Media Inquiry

Christensen
Shirley Chan
Tel: +852 2232 3933
Email: schan@christensenir.com

PR Newswire

Weibo Announces Pricing of US$750 Million Notes Offering

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BEIJING, July 1, 2020 — Weibo Corporation (“Weibo” or the “Company”) (Nasdaq: WB), a leading social media in China, today announced the pricing of its public offering of US$750 million aggregate principal amount of its 3.375% notes due 2030. The notes have been registered under the U.S. Securities Act of 1933, as amended, and are expected to be listed on the Singapore Exchange Securities Trading Limited. The Company expects to receive net proceeds from the offering of approximately US$740 million, after deducting underwriting discounts and commissions and estimated offering expenses. The Company intends to use the net proceeds from the offering for general corporate purposes.

The sole bookrunner of the offering is Goldman Sachs (Asia) L.L.C. The co-manager of the offering is China International Capital Corporation Hong Kong Securities Limited.

The Company has an effective shelf registration statement on Form F-3 (including a base prospectus) on file with the United States Securities and Exchange Commission (the “SEC”) and has filed a related preliminary prospectus supplement with the SEC for the offering of the notes. When available, the final prospectus supplement for the offering of the notes will be filed with the SEC. The offering is being made only by means of the prospectus supplement and accompanying base prospectus. Before you invest, you should read the prospectus supplement and accompanying base prospectus and other documents that the Company has filed with the SEC for more complete information about the Company and the offering. You may obtain these documents free of charge by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the Company or any underwriter or dealer participating in the offering will arrange to send an investor the prospectus supplement and accompanying base prospectus if the investor makes such request by calling Goldman Sachs & Co. toll-free at +1 (866) 471-2526.

This announcement is not an offer of the securities for sale in the United States and shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of, these securities in any state or jurisdiction in which such offer, solicitation, or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. The securities referred to herein have not been and will not be registered under the applicable securities laws of any jurisdiction outside of the United States.

About Weibo

Weibo is a leading social media for people to create, share, and discover content online. Weibo combines the means of public self-expression in real time with a powerful platform for social interaction, content aggregation, and content distribution. Any user can create and post a feed and attach multi-media and long-form content. User relationships on Weibo may be asymmetric; any user can follow any other user and add comments to a feed while reposting. This simple, asymmetric, and distributed nature of Weibo allows an original feed to become a live viral conversation stream.

Weibo enables its advertising and marketing customers to promote their brands, products, and services to users. Weibo offers a wide range of advertising and marketing solutions to companies of all sizes. The Company generates a substantial majority of its revenues from the sale of advertising and marketing services, including the sale of social display advertisement and promoted marketing offerings. Designed with a “mobile first” philosophy, Weibo displays content in a simple information feed format and offers native advertisement that conform to the information feed on our platform. To support the mobile format, Weibo has developed and is continuously refining its social interest graph recommendation engine, which enables its customers to perform people marketing and target audiences based on user demographics, social relationships, interests, and behaviors, to achieve greater relevance, engagement, and marketing effectiveness.

Safe Harbor Statement

This press release contains forward-looking statements. These statements are 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. Among other things, the description of the proposed offering in this announcement contains forward-looking statements. Weibo may also make forward-looking statements in its periodic reports to the SEC, in press releases and other written materials, and in oral statements made by its officers, directors, or employees to third parties. Forward-looking statements involve inherent risks and uncertainties. A number of important factors could cause actual results to differ materially from those contained in any forward-looking statement. Potential risks and uncertainties include, but are not limited to, Weibo’s limited operating history in certain new businesses; failure to grow active user base and the level of user engagement; the uncertain regulatory landscape in China; fluctuations in the Company’s quarterly operating results; the Company’s reliance on advertising and marketing sales for a majority of its revenues; failure to successfully develop, introduce, drive adoption of or monetize new features and products; failure to compete effectively for advertising and marketing spending; failure to successfully integrate acquired businesses; risks associated with the Company’s investments, including equity pick-up and impairment; failure to compete successfully against new entrants and established industry competitors; changes in the macro-economic environment, including the depreciation of the Renminbi; and adverse changes in economic and political policies of the PRC government and its impact on the Chinese economy. Further information regarding these and other risks is included in Weibo’s annual report on Form 20-F, registration statement on Form F-3, and other documents filed with or furnished to the SEC. All information provided in this press release is current as of the date hereof, and Weibo assumes no obligation to update such information, except as required under applicable law.

Contacts

Investor Relations
Weibo Corporation
Phone: +86 (10) 5898-3336
Email: ir@staff.weibo.com

PR Newswire

New Oriental Announces Proposed Debt Offering

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BEIJING, June 22, 2020 /PRNewswire-Asia/ — New Oriental Education & Technology Group Inc. (the “Company” or “New Oriental”) (NYSE: EDU), the largest provider of private educational services in China, today announced the proposed offering of senior notes outside the United States in reliance on Regulation S under the Securities Act of 1933, as amended (the “Securities Act”). The Company intends to use the net proceeds from the offering for general corporate purposes.

The joint bookrunners of the offering are BofA Securities and UBS AG Hong Kong Branch.

The notes will be offered outside the United States in reliance on Regulation S under the Securities Act. The notes have not been and will not be registered under the Securities Act or the securities laws of any other place, and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.

This press release shall not constitute an offer to sell or a solicitation of an offer to purchase any securities, nor shall there be a sale of the securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful.

This press release contains information about the pending offering of the notes, and there can be no assurance that any of the offerings will be completed.

About New Oriental

New Oriental is the largest provider of private educational services in China based on the number of program offerings, total student enrollments and geographic presence. New Oriental offers a wide range of educational programs, services and products consisting primarily of language training and test preparation, primary and secondary school education, online education, content development and distribution, overseas study consulting services, pre-school education and study tour. New Oriental’s ADSs, each of which represents one common share, currently trade on the New York Stock Exchange under the symbol “EDU.”

For more information about New Oriental, please visit http://www.neworiental.org/english/.

Safe Harbor Statement

This announcement contains forward-looking statements. These statements are 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” and similar statements. Among other things, the description of the proposed offering in this announcement contains forward-looking statements. New Oriental may also make written or oral forward-looking statements in its reports filed or furnished to the U.S. Securities and Exchange Commission, in its annual reports 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 New Oriental’s beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: our ability to attract students without a significant decrease in course fees; our ability to continue to hire, train and retain qualified teachers; our ability to maintain and enhance our “New Oriental” brand; our ability to effectively and efficiently manage the expansion of our school network and successfully execute our growth strategy; the outcome of ongoing, or any future, litigation or arbitration, including those relating to copyright and other intellectual property rights; competition in the private education sector in China; changes in our revenues and certain cost or expense items as a percentage of our revenues; the expected growth of the Chinese private education market; Chinese governmental policies relating to private educational services and providers of such services; health epidemics and other outbreaks in China; and general economic conditions in China. Further information regarding these and other risks is included in our annual report on Form 20-F and other documents filed with the Securities and Exchange Commission. New Oriental does not undertake any obligation to update any forward-looking statement, except as required under applicable law. All information provided in this press release is as of the date of this press release, and New Oriental undertakes no duty to update such information, except as required under applicable law.

Contacts

For investor and media inquiries, please contact:

Ms. Rita Fong

Ms. Sisi Zhao

FTI Consulting

New Oriental Education & Technology Group Inc.

Tel: +852 3768 4548 

Tel: +86-10-6260-5568

Email: rita.fong@fticonsulting.com

Email: zhaosisi@xdf.cn

Related Links :

http://english.neworiental.org

PR Newswire

NetEase Announces Pricing of Global Offering

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HANGZHOU, China, June 7, 2020 /PRNewswire/ — NetEase, Inc. (NASDAQ: NTES) (“NetEase” or “the Company”) today announced the pricing of the Global Offering of 171,480,000 new ordinary shares (the “Offer Shares” or “Shares”) which comprises an International Offering and a Hong Kong Public Offering. The final offer price for both the International Offering and the Hong Kong Public Offering (the “Offer Price”) has been set at HK$123 per Share. Based on the ratio of 25 ordinary shares per Nasdaq-listed American depositary share (“ADS”), the Offer Price translates to approximately US$397 per ADS. The Company has set the abovementioned offer price by taking into consideration, among other factors, the closing price of the ADSs on June 4, 2020 (the latest trading day before pricing). Subject to approval from The Stock Exchange of Hong Kong Limited (the “SEHK”), the Shares are expected to begin trading on the Main Board of the SEHK on June 11, 2020 under the stock code “9999.” The Global Offering is expected to close on the same day, subject to customary closing conditions.

The gross proceeds to the Company from the Global Offering, before deducting underwriting fees and the offering expenses, are expected to be approximately HK$21,092 million. In addition, the Company has granted the international underwriters an over-allotment option, exercisable from June 5, 2020 until 30 days thereafter, to require the Company to issue up to an additional 25,722,000 new Shares at the Offer Price.

The Company plans to use the net proceeds from the Offering for globalization strategies and opportunities, fueling continued pursuit of innovation, and general corporate purposes.

CICC, Credit Suisse and J.P. Morgan (in alphabetical order) are the joint sponsors and joint global coordinators for the proposed Offering.

The International Offering is being made only by means of a prospectus supplement and the accompanying prospectus included in an automatic shelf registration statement on Form F-3 filed with the U.S. Securities and Exchange Commission (the “SEC”) on May 29, 2020, which automatically became effective upon filing. The registration statement on Form F-3 and the preliminary prospectus supplement dated June 1, 2010 are available at the SEC website at: http://www.sec.gov. The final prospectus supplement will be filed with the SEC and will be available on the SEC’s website at: http://www.sec.gov. When available, copies of the final prospectus supplement and the accompanying prospectus relating to the offering may also be obtained from China International Capital Corporation Hong Kong Securities Limited, Email: g_prospectus@cicc.com.cn, Credit Suisse (Hong Kong) Limited, Email: newyork.prospectus@credit-suisse.com, or J.P. Morgan Securities (Asia Pacific) Limited, Email: prospectus-eq_fi@jpmchase.com.  

This press release shall not constitute an offer to sell or the solicitation of an offer or an invitation to buy any securities, nor shall there be any offer or sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or other jurisdiction. This press release does not constitute a prospectus (including as defined under the laws of Hong Kong) and potential investors should read the prospectus of the Company for detailed information about the Company and the proposed offering, before deciding whether or not to invest in the Company. This press release has not been reviewed or approved by the SEHK or the Securities and Futures Commission of Hong Kong.

The price of the Shares of the Company may be stabilized in accordance with the Securities and Futures (Price Stabilization) Rules. The details of the intended stabilization and how it will be regulated under the Securities and Futures Ordinance (Chapter 571 of the laws of Hong Kong) have been contained in the prospectus of the Company dated June 2, 2020.

About NetEase, Inc.

As a leading internet technology company based in China, NetEase, Inc. (NASDAQ: NTES) is dedicated to providing premium online services centered around innovative and diverse content, community, communication and commerce. NetEase develops and operates some of China’s most popular mobile and PC-client games. In more recent years, NetEase has expanded into international markets including Japan and North America. In addition to its self-developed game content, NetEase partners with other leading game developers, such as Blizzard Entertainment and Mojang AB (a Microsoft subsidiary), to operate globally renowned games in China. NetEase’s other innovative service offerings include the intelligent learning services of its majority-controlled subsidiary, Youdao (NYSE: DAO); music streaming through its leading NetEase Cloud Music business; and its private label e-commerce platform, Yanxuan. For more information, please visit: http://ir.netease.com/.

Safe Harbor Statement

This press release contains forward-looking statements. These statements are 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,” “potential,” “continue,” “ongoing,” “targets,” “guidance” and similar statements. Statements that are not historical facts, including statements about the offering and listing, the use of proceeds and the Company’s strategies and goals, are or contain forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement. There can be no guarantee that the offering and listing will be completed as planned, or that the expected benefits from the offering and listing will be achieved. You should consider the risk factors included in the registration statement (including any documents incorporated by reference), prospectus and prospectus supplements that have been or will be filed with the SEC and the prospectus registered in Hong Kong. All information provided in this press release is as of the date of this press release and are based on assumptions that the Company believes to be reasonable as of this date, and the Company does not undertake any obligation to update any forward-looking statement, except as required under applicable law.

Contact for Investors:
 Margaret Shi
NetEase, Inc.
ir@service.netease.com
Tel: (+86) 571-8985-3378

Brandi Piacente
Investor Relations
netease@thepiacentegroup.com
Tel: (+1) 212-481-2050

Contact for Media:
Li Ruohan
NetEase, Inc.
globalpr@service.netease.com
Tel: (+86) 571-8985-2668

Alby Wan
Hill+Knowlton Strategies Asia
Alby.Wan@hkstrategies.com
Tel: (+852) 2894-6267

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Source: NetEase, Inc.

PR Newswire

China Online Education Group Announces Proposed Follow-on Public Offering of American Depositary Shares

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BEIJING, June 3, 2020 /PRNewswire/ — China Online Education Group (“51Talk” or the “Company”) (NYSE: COE), a leading online education platform in China, with core expertise in English education, today announced the commencement of a proposed registered underwritten public offering by the Company and certain selling shareholders of American depositary shares (the “ADSs”), each representing fifteen (15) Class A ordinary shares of the Company. The Company proposes to offer 428,571 ADSs (the “Primary ADS Offering”), and the selling shareholders propose to offer 1,000,000 ADSs (the “Secondary ADS Offering” and, together with the Primary ADS Offering, the “ADS Offering”). The underwriters in the ADS Offering will have a 30-day option to purchase up to 214,285 additional ADSs from the Company and certain selling shareholders solely for the purpose of covering overallotment.

Morgan Stanley & Co. LLC and Needham & Company, LLC are acting as the joint book-running managers for the ADS Offering.

The ADSs will be offered pursuant to the Company’s shelf registration statement on Form F-3 (the “Form F-3”), as amended, which was originally filed with the U.S. Securities and Exchange Commission (the “SEC”) on April 6, 2020 and became effective on May 8, 2020. A preliminary prospectus supplement related to the proposed ADS Offering will be filed with the SEC. The Form F-3 and the preliminary prospectus supplement will be available at the SEC website at: http://www.sec.gov. Copies of the preliminary prospectus supplement and the accompanying prospectus may be obtained from (1) Morgan Stanley & Co. LLC, Prospectus Department, 2nd Floor, 180 Varick Street, New York, NY, 10014, United States of America, or by calling 1-866-718-1649, or by email at prospectus@morganstanley.com; (2) Needham & Company, LLC, Attention: Syndicate Prospectus Department, 250 Park Avenue, 10th Floor, New York, New York 10177, or by calling 800-903-3268, or by email at prospectus@needhamco.com.

This announcement shall not constitute an offer to sell, or a solicitation of an offer to buy, any securities, nor shall there be any offer, solicitation or sale of the securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful.

This press release contains information about the pending offering of the ADSs, and there can be no assurance that the offering will be completed.

About China Online Education Group

China Online Education Group (NYSE: COE) is a leading online education platform in China, with core expertise in English education. The Company’s mission is to make quality education accessible and affordable. The Company’s online and mobile education platforms enable students across China to take live interactive English lessons with overseas foreign teachers, on demand. The Company connects its students with a large pool of highly qualified foreign teachers that it assembled using a shared economy approach, and employs student and teacher feedback and data analytics to deliver a personalized learning experience to its students.

Safe Harbor Statement

This press release contains statements that may constitute “forward-looking” statements pursuant to 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”, “aims”, “future”, “intends”, “plans”, “believes”, “estimates”, “likely to” and similar statements. 51Talk may also make written or oral forward-looking statements in its periodic reports to the SEC, 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 but not limited to statements about 51Talk’s beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: 51Talk’s goals and strategies; 51Talk’s expectations regarding demand for and market acceptance of its brand and platform; 51Talk’s ability to retain and increase its student enrollment; 51Talk’s ability to offer new courses; 51Talk’s ability to engage, train and retain new teachers; 51Talk’s future business development, results of operations and financial condition; 51Talk’s ability to maintain and improve infrastructure necessary to operate its education platform; competition in the online education industry in China; the expected growth of, and trends in, the markets for 51Talk’s course offerings in China; relevant government policies and regulations relating to 51Talk’s corporate structure, business and industry; general economic and business conditions in China, the Philippines and elsewhere and assumptions underlying or related to any of the foregoing. Further information regarding these and other risks is included in 51Talk’s filings with the SEC. All information provided in this press release is as of the date of this press release, and 51Talk does not undertake any obligation to update any forward-looking statement, except as required under applicable law.

For investor and media inquiries, please contact:

China Online Education Group
Investor Relations
+86 (10) 8342-6262
ir@51talk.com  

The Piacente Group, Inc.
Brandi Piacente
+86 (10) 6508-0677
+1 (212) 481-2050
51talk@tpg-ir.com 

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