According to the Proposal Letter, the Consortium will form an acquisition company for the purpose of implementing the Proposed Transaction, and the Proposed Transaction is intended to be financed with a combination of debt and equity capital.
According to the Proposal Letter, the Consortium will form an acquisition company for the purpose of implementing the Proposed Transaction, and the Proposed Transaction is intended to be financed with a combination of debt and equity capital. The Proposal Letter indicates that equity financing will be provided in the form of cash and rollover equity by members of the Consortium (or their affiliates) and any additional members admitted to the Consortium. The Consortium was formed in furtherance of the going-private transaction initially proposed in the preliminary non-binding proposal letter submitted by Goliath Advisors Limited ("GAL") on November 26, 2017, which proposed the same price of US$13.35 in cash per American Depositary Share. GAL has agreed and confirmed to the Company that the proposal in the Proposal Letter supersedes and replaces GAL's proposal in the Initial Proposal Letter.
As previously announced, the Board had formed a committee of three independent directors to evaluate the Initial Proposal, and the Special Committee will evaluate the Proposed Transaction from the Consortium. Also, as previously announced, the Special Committee has retained Fenwick & West LLP as its legal counsel and Duff & Phelps, LLC as its independent financial advisor to assist it in this process.
No decisions have been made by the Special Committee with respect to the Company's response to the Proposed 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 the Initial Proposal Letter, the Proposed Transaction or any other proposal or transaction, except as required under applicable law.