Secoo Holding Limited (“Secoo” or the “Company”) (NASDAQ: SECO),
Asia’s leading online integrated upscale products and
services platform, today announced that its board of directors (the
“Board”) has received a preliminary non-binding proposal letter,
dated January 10, 2021, from Mr. Richard Rixue Li, founder,
Chairman of the Board and Chief Executive Officer of the Company,
proposing to acquire all of the outstanding class A ordinary shares
of the Company, par value US$0.001 per share (the “Class A
Shares”), not owned by him or his affiliates for US$3.27 per
American depositary share (“ADS,” with every two ADSs representing
one Class A Share), or US$6.54 per Class A Share in cash in a going
private transaction (the “Proposed Transaction”). The Proposed
Transaction, if completed, would result in Secoo becoming a
privately-held company, and Secoo’s ADSs would be delisted from the
NASDAQ Global Market.
A copy of the proposal letter is attached as
Exhibit A to this press release.
The Board has formed a special committee
consisting of independent directors Messrs. Jun Wang and Jian Wang
to evaluate and consider the Proposed Transaction.
The Board cautions the Company’s shareholders
and others considering trading in its securities that the Board
just received the non-binding proposal letter and no decisions have
been made 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 entered into 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 this or any other transaction, except as required
by applicable law.
About Secoo Holding Limited
Secoo Holding Limited (“Secoo”) is Asia’s
leading online integrated upscale products and services platform.
Secoo provides customers a wide selection of authentic upscale
products and lifestyle services on the Company’s integrated online
and offline shopping platform which consists of the Secoo.com
website, mobile applications and offline experience centers,
offering over 400,000 SKUs, covering over 3,800 global and domestic
brands. Supported by the Company’s proprietary database of upscale
products, authentication procedures and brand cooperation, Secoo is
able to ensure the authenticity and quality of every product
offered on its platform.
For more information, please visit http://ir.secoo.com.
Safe Harbor Statement
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, and as defined in the Private Securities
Litigation Reform Act of 1995. These forward-looking statements
include but are not limited to Secoo management quotes and the
Company’s financial outlook. These forward-looking statements can
be identified by terminology such as “will,” “estimate,” “project,”
“predict,” “believe,” “expect,” “anticipate,” “intend,”
“potential,” “plan,” “goal” and similar statements. Secoo Holding
Limited may also make written or oral forward-looking statements in
its periodic reports to the U.S. Securities and Exchange
Commission, 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. Such statements
involve certain risks and uncertainties that could cause actual
results to differ materially from those expressed or implied in the
forward-looking statements. These forward-looking statements
include, but are not limited to, statements about: the Proposed
Transaction, the Company’s goals and strategies; its future
business development, financial condition and results of
operations; its ability to attract and retain new customers and to
increase revenues generated from repeat customers; its expectations
regarding demand for and market acceptance of its products and
services; trends and competition in China’s e-commerce market;
changes in its revenues and certain cost or expense items; the
expected growth of the Chinese e-commerce market; Chinese
governmental policies relating to the Company’s industry and
general economic conditions in China. For additional information on
these and other important factors that could adversely affect the
Company's business, financial condition, results of operations and
prospects, please see its filings with the U.S. Securities and
Exchange Commission.
Secoo Holding Limited does not undertake any
obligation to update any forward-looking statement, except as
required under applicable law. All information provided in this
press release and in the attachments is as of the date of this
press release, and Secoo Holding Limited undertakes no duty to
update such information, except as required under applicable
law.
For investor and media inquiries, please
contact:
In China:Secoo Holding LimitedJingbo MaTel: +86 10
6588-0135E-mail: ir@secoo.com
The Piacente Group, Inc.Jenny CaiTel: +86 (10)
6508-0677E-mail: Secoo@tpg-ir.com
In the United States:The Piacente Group, Inc.Brandi PiacenteTel:
+1-212-481-2050E-mail: Secoo@tpg-ir.com
Exhibit AProposal Letter
January 10, 2021
Board of Directors (the “Board”)Secoo Holding
Limited (the “Company”)Secoo Tower, Sanlitun
Road A, No. 3 Courtyard Building 2Chaoyang District, Beijing
100027People’s Republic of China
Dear Members of the Board of Directors:
I, Richard Rixue Li, founder, Chairman of the Board and
Chief Executive Officer of the Company, am pleased to submit
this preliminary non-binding proposal (the
“Proposal”) to acquire all of the outstanding
Class A ordinary shares (the “Shares”) of the
Company that are not already owned by me and my affiliates in a
going private transaction (the “Acquisition”).
My affiliates and I beneficially own approximately 18.6% of
all the issued and outstanding shares (including Class A ordinary
shares and Class B ordinary shares) of the Company, which represent
approximately 82.0% of the aggregate voting power of the Company,
based on the Company’s latest outstanding number of shares as
publicly disclosed.
I believe that my proposed purchase price
of US$3.27 per American depositary share
(“ADS,” with every two ADSs representing one (1)
Share), or US$6.54 per Share, in cash, will
provide a very attractive opportunity to the Company’s
shareholders. This price represents a premium of approximately 36%
to the Company’s closing price on January 8, 2021, and a premium of
approximately 23% to the average closing price of the Company
during the last 30 as well as the last 90 trading days.
The terms and conditions upon which I am prepared to pursue the
Acquisition are set forth below. I am confident that I can
consummate the Acquisition as outlined in this letter.
1. Buyer. I intend to form an acquisition vehicle for
the purpose of implementing the Acquisition. In considering my
Proposal, you should be aware that I am interested only in
acquiring the outstanding Shares of the Company that are not
already held by me and my affiliates, and that I do not intend to
sell my Shares in the Company to any third party.
2. Purchase Price. My proposed consideration payable
for the Acquisition is US$3.27 per
ADS, or US$6.54 per Share, in cash.
3. Funding. I intend to finance the Acquisition with a
combination of debt and equity capital. Equity financing is
expected to be provided in the form of rollover equity in the
Company and cash contributions from me and third party sponsors. I
expect definitive commitments for the required financing, subject
to terms and conditions set forth therein, to be in place when the
Company enters into the Definitive Agreements (as defined
below).
4. Process; Due Diligence. I believe that the
Acquisition will provide superior value to the Company’s
shareholders. I recognize that the Company’s Board will
evaluate the Acquisition fairly and independently before it can
make its determination to endorse it. Parties providing financing
will require a timely opportunity to conduct customary due
diligence on the Company. I would like to ask the Board to
accommodate such due diligence request and approve the provision of
confidential information relating to the Company and its business
to possible sources of equity and debt financing subject to
customary confidentiality agreement.
5. Definitive Agreements. I am prepared to negotiate
and finalize mutually satisfactory definitive agreements with
respect to the Acquisition (the “Definitive
Agreements”) expeditiously. This Proposal is subject
to the execution of the Definitive Agreements. The Definitive
Agreements will provide for representations, warranties, covenants
and conditions which are typical, customary and appropriate for
transactions of this type.
6. Confidentiality. I am sure you will agree with me
that it is in all of our interests to ensure that our discussions
relating to the Acquisition proceed in a confidential manner,
unless otherwise required by law, until we have executed the
Definitive Agreements or terminated our discussions.
7. No Binding Commitment. This letter constitutes
only a preliminary indication of my interest, and does not
constitute any binding commitment with respect to the
Acquisition. A binding commitment will result only from the
execution of Definitive Agreements, and then will be on terms and
conditions provided in such documentation.
In closing, I would like to express my commitment to working
together to bring this Acquisition to a successful and timely
conclusion. Should you have any questions regarding this
Proposal, please do not hesitate to contact me.
Sincerely,
/s/ Richard Rixue Li |
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Richard Rixue Li |
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