HONG KONG, Sept. 24, 2015 /PRNewswire/ -- Shanda Games
Limited (NASDAQ: GAME) ("Shanda
Games" or the "Company"), a leading online game developer,
operator and publisher in China,
announced that it entered into an Amended and Restated Agreement
and Plan of Merger (the "Amended and Restated Merger Agreement")
with Capitalhold Limited ("Parent") and Capitalcorp Limited, a
wholly owned subsidiary of Parent ("Merger Sub") on September 23, 2015. The Amended and Restated
Merger Agreement amends and restates in its entirety the Agreement
and Plan of Merger, dated as of April 3,
2015, by and among Parent, Merger Sub and the Company (the
"Original Merger Agreement").
Under the terms of the Amended and Restated Merger
Agreement, Merger Sub will merge with and into the Company,
with the Company continuing as the surviving corporation and
becoming a wholly owned subsidiary of Parent (the "Merger").
Pursuant to the Amended and Restated Merger Agreement, Parent,
Merger Sub and the Company agreed, among other things, to extend
the "Termination Date", as defined in Section 8.02(a) of the
Original Merger Agreement, to December 31,
2015.
Additional Information about the Transactions
The Company will furnish to the Securities and Exchange
Commission (the "SEC") a report on Form 6-K regarding the Amended
and Restated Merger Agreement, which will include as an exhibit
thereto the Amended and Restated Merger Agreement. All parties
desiring details regarding the Merger and the transactions
contemplated by the Amended and Restated Merger Agreement are urged
to review these documents, which are available at the SEC's website
(http://www.sec.gov).
Cautionary Statement concerning Forward Looking
Statements
This news release may include certain statements that are not
descriptions of historical facts, but are forward-looking
statements. These forward-looking statements can be identified by
terminology such as "will," "expects," "anticipates," "future,"
"intends," "plans," "believes," "estimates" and similar statements.
Forward-looking statements involve risks, uncertainties and other
factors that could cause actual results to differ materially from
those contained in any such statements. Potential risks and
uncertainties include, but are not limited to, uncertainties as to
how the Company's shareholders will vote at the meeting of
shareholders, the possibility that competing offers will be made,
the possibility that various closing conditions to the Merger may
not be satisfied or waived and other risks and uncertainties
discussed in the Company's filings with the SEC, as well as the
Schedule 13E-3 transaction statement and the proxy statement to be
filed by the Company in connection with the Merger. Shanda Games does not undertake any obligation
to update any forward-looking statement, except as required under
applicable law.
About Shanda Games
Shanda Games Limited (NASDAQ: GAME) is a leading online game
developer, operator and publisher in China. Shanda
Games offers a diversified game portfolio, which includes
some of the most popular massively multiplayer online (MMO) games
and mobile games in China and in
overseas markets, targeting a large and diverse community of users.
Shanda Games manages and operates
online games that are developed in-house, co-developed with
world-leading game developers, acquired through investments or
licensed from third parties. For more information about
Shanda Games, please visit
http://www.ShandaGames.com.
Contact
Shanda Games Limited
Stefanie Guo, Investor Relations
Phone: +86-21-5050-4740 (Shanghai)
Email: IR@ShandaGames.com
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SOURCE Shanda Games Limited