BEIJING, Nov. 6, 2018 /PRNewswire/ -- AirMedia Group Inc.
("AirMedia" or the "Company") (Nasdaq: AMCN), an operator of
out-of-home advertising platforms in China targeting mid-to-high-end consumers as
well as a first-mover in the travel Wi-Fi market, today announced
that Beijing Linghang Shengshi Advertising Co., Ltd., one of the variable interest entities
of the Company, Mr. Herman
Guo, the Chairman and CEO of
the Company, and Mr. Qing Xu, the director and executive president
of the Company (together, the "Sellers") have entered an equity
transfer agreement (the "Agreement) with Jiangsu Hong Zhou
Investment Co., Ltd., an
independent third party (the "Buyer") to sell 20.32% equity
interest of Airmedia Group Co., Ltd.
(the "AM Advertising" or the "Target") for an initial
transfer price of RMB580 million in
cash (the "Initial Consideration"), as adjusted pursuant to the
Agreement.
Among the total Initial Consideration, the consideration payment
of RMB200 million will be made in
three installments pursuant to the Agreement. The first installment
of RMB50 million is required to be
received within 3 working days after the execution of the
Agreement. The second installment of RMB100
million is required to be received within 3 working days
after the completion of the industrial and commercial registration
procedure by the Sellers. The third installment of RMB50 million is required to be received within
30 days after the completion of the industrial and commercial
registration procedure by the Sellers. The remainder of the
RMB380 million shall be, subject to
certain conditions provided in the Agreement, paid to the Sellers
within 3 working days upon receipt of approvals granted by the
competent securities regulatory department with respect to the
listing/restructuring applications of the Target or its related
party. Meanwhile, Sellers are obligated to repurchase the
equity interests in the Target if the listing/restructuring
applications are not duly submitted or the approvals from the
competent securities regulatory department are not secured, each
within a specified period provided in the Agreement, for the
repurchase price as calculated pursuant to the Agreement. In
addition, subject to certain conditions provided in the Agreement,
the Initial Consideration may be incremented if the Buyer would
successfully re-transfer the 20.32% of the equity interest in the
Target to a third party above the Initial Consideration or the
Buyer makes profit or should have made profit on selling its equity
securities in the Target after the completion of
listing/restructuring of the Target.
The foregoing summary description does not purport to be
complete, and is qualified in its entirety by the Agreement, a copy
of which will be filed as an exhibit to the Form 6-K to be filed by
the Company.
Furthermore, the Company announced that it has decided to
terminate its business on bus Wi-Fi networks and gas advertising
business, and cut down its train Wi-Fi networks business and may
terminate the train Wi-Fi networks business when the management of
the Company deems necessary.
"The sale of the remaining equity of AM Advertising and the
realignment of our business components put us on the right tracks
further into the new chapter of our future," said Herman Guo, CEO the Company. He said, "the
realignment empowers the Company to reallocate its resources to
further focus on the technological development, system integration,
operational management, data analysis and business innovation in
providing Wi-Fi inflight." He further commented, "it is our mission
as a vanguard of the inflight Internet business to enable airlines
and other partners to embrace the advent of a new chapter in the
inflight connectivity."
About AirMedia Group Inc.
Incorporated in 2007 and headquartered in Beijing, China, AirMedia Group Inc. (AMCN) is
an operator of out-of-home advertising platforms in China targeting mid-to-high-end consumers as
well as a first-mover in the travel Wi-Fi market. AirMedia sells
advertisements on the routes operated by several Chinese airlines
and at Sinopec's service stations in China. AirMedia also has concession rights to
operate the Wi-Fi systems on trains administered by eight railway
administrative bureaus in China as
well as on many long-haul buses in China. For more information, please visit
http://www.airmedia.net.cn.
Forward-Looking Statements
This announcement contains forward-looking statements within the
meaning of the safe harbor provisions of the Private Securities
Litigation Reform Act of 1995. All statements other than statements
of historical fact in this announcement are forward-looking
statements, including but not limited to, the Company's business
strategies and initiatives as well as the Company's business plans;
the Company's future business development, results of operations
and financial condition; expected changes in the Company's revenue
and certain cost or expense items; trends and competition in
China; general economic and
business conditions in China; and
other risks detailed in the Company's filings with the Securities
and Exchange Commission. These forward-looking statements involve
known and unknown risks and uncertainties and are based on current
expectations and projections about future events and financial
trends that the Company believes may affect its financial
condition, results of operations, business strategy and financial
needs. Investors can identify these forward-looking statements by
words or phrases such as "may," "will," "expect," "anticipate,"
"aim," "estimate," "intend," "plan," "believe," "potential,"
"continue," "is/are likely to" or other similar expressions. The
Company undertakes no obligation to update forward-looking
statements to reflect subsequent occurring events or circumstances,
or changes in its expectations, except as may be required by law.
Although the Company believes that the expectations expressed in
these forward-looking statements are reasonable, it cannot assure
you that such expectations will turn out to be correct, and the
Company cautions investors that actual results may differ
materially from the anticipated results.
For more information, please contact:
Company Contact:
Yan Liu
Director, Investor Relations
AirMedia Group Inc.
Tel: +86-10-8460-8678
Email: ir@ihangmei.com
Investor Contact:
Tina Xiao
President
Ascent Investor Relations LLC
Phone: +1-917-609-0333
Email: tina.xiao@ascent-ir.com
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SOURCE AirMedia Group Inc.