China Index Holdings Announces Receipt of a Revised Preliminary Non-Binding Proposal and Appointment of Independent Financial Advisor to Special Committee
The Revised Proposal updates the previously announced preliminary non-binding proposal letter submitted by Fang to the Company dated
The Company also announced that the Special Committee, which was formed to evaluate and consider the Proposed Transaction as well as other potential strategic alternatives that the Company may pursue, has retained
The Company cautions its shareholders and others considering trading the Company’s securities that no decisions have been made with respect to the Company’s response to the Revised Proposal and the Proposed Transaction. There can be no assurance that any definitive offer will be made, that any definitive agreement will be executed relating to the Proposed Transaction, or that the Proposed Transaction 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 CIH
CIH operates a leading real estate information and analytics service platform in
Safe Harbor Statements
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such forward-looking statements are made under the “safe harbor” provisions of the
All statements other than statements of historical fact in this announcement are forward-looking statements, including but not limited to, the approval and the consummation of the Proposed Transaction or any alternative transaction. These forward-looking statements can be identified by terminology such as “will,” “expects,” “is expected to,” “anticipates,” “aim,” “future,” “intends,” “plans,” “believes,” “are likely to,” “estimates,” “may,” “should” and similar expressions. Forward-looking statements involve inherent risks and uncertainties and are based on current expectations, assumptions, estimates and projections about CIH and the industry, and relate to events that involve known or unknown risks, uncertainties and other factors, all of which are difficult to predict and many of which are beyond CIH’s control, which may cause its actual results, performance or achievements to differ materially from those in the forward-looking statements. Further information regarding these and other risks, uncertainties or factors is included in CIH’s filings with the
Exhibit A
The Special Committee of Board of Directors (the “Special Committee”)
Tower A, No.
People’s
Dear members of the Special Committee:
Reference is made to the preliminary non-binding proposal (the “Original Proposal”), dated as of
We are pleased to submit this revised proposal to inform the Special Committee that (i) Fang, (ii) Mr. Tianquan Mo and his affiliates, (iii)
We currently own in aggregate approximately 61.0% of all the issued and outstanding Class A Shares and approximately 100% of all the issued and outstanding Class
We confirm that the other key terms as set forth in the Original Proposal remain unchanged and we remain committed to work with the Special Committee to promptly negotiate and finalize the transaction documents so as to expedite the process of delivering value to the Company’s public shareholders.
Due to our obligations under the securities laws, we intend to timely file a Schedule 13D amendment with the
This letter constitutes only a preliminary indication of our interest and does not constitute any binding commitment with respect to the transactions proposed in this letter or any other transaction. No agreement, arrangement or understanding between us and the Company relating to any proposed transaction will be created until such time as definitive documentation has been executed and delivered by us and the Company and all other appropriate parties.
Should you have any questions regarding this proposal, please do not hesitate to contact us. We look forward to hearing from you.
[signatures page follows]
Sincerely,
Fang Holdings Limited
By: /s/Jiangong Dai
Title: Chairman of the Board
Sincerely,
TIANQUAN MO
By: /s/Tianquan Mo
Sincerely,
OPEN LAND HOLDINGS LIMITED
By: /s/Tianquan Mo
Title: Director
Sincerely,
ACE SMART INVESTMENTS LIMITED
By: /s/Tianquan Mo
Title: Director
KARISTONE LIMITED
By: /s/Tianquan Mo
Title: Director
Sincerely,
MEDIA PARTNER TECHNOLOGY LIMITED
By: /s/Tianquan Mo
Title: Authorized Signatory
NEXT DECADE INVESTMENTS LIMITED
By: /s/Tianquan Mo
Title: Authorized Signatory
Sincerely,
TRUE KNIGHT LIMITED
By: /s/Jiangong Dai
Title: Director
Sincerely,
DIGITAL LINK INVESTMENTS LIMITED
By: /s/Shan Li
Title: Director
Sincerely,
By: /s/Ong Yu Huat
Title: Director
For investor and media inquiries, please contact: Ms.Jessie Yang Head of Investor Relations Email: CIH-IR@fang.com
China Index Holdings Limited