SHANGHAI, July 6, 2022
/PRNewswire/ -- Noah Holdings Limited ("Noah" or the "Company")
(NYSE: NOAH), a leading and pioneer wealth management service
provider in China offering
comprehensive one-stop advisory services on global investment and
asset allocation primarily for high net worth investors, today
announced the pricing of the global offering (the "Global
Offering") of an aggregate of 1,100,000 Class A ordinary shares of
the Company (the "Offer Shares"). The Global Offering comprises of
an international offering (the "International Offering") and a
Hong Kong public offering (the
"Hong Kong Public Offering").
The final offer price for both the International Offering and
the Hong Kong Public Offering (the "Offer Price") has been set as
HK$292.00 per Offer Share. Based on
the ratio of two NYSE-listed American depositary shares ("ADSs")
per one Class A ordinary share, the Offer Price translates to
approximately US$18.60 per ADS based
on an exchange rate of HK$7.8498 to
US$1.00 as of June 17, 2022, as set forth in the H.10
statistical release of the Federal Reserve Board.
Subject to approval from The Stock Exchange of Hong Kong Limited
(the "Hong Kong Stock Exchange"), the Class A ordinary shares of
the Company are expected to begin trading on the Main Board of the
Hong Kong Stock Exchange on Wednesday, July
13, 2022 under the stock code "6686." The Global Offering is
expected to close on the same day, subject to customary closing
conditions.
In addition, the Company has granted an over-allotment option to
the international underwriters, exercisable by the sole
representative for itself and on behalf of the international
underwriters, from the date of the international underwriting
agreement to be dated on or around July 6,
2022 until 30 days after the last day for lodging
applications under the Hong Kong Public Offering, to require the
Company to issue up to an aggregate of 165,000 additional Offer
Shares at the Offer Price.
The gross proceeds to the Company from the Global Offering,
before deducting the underwriting fees and the estimated offering
expenses payable by the Company, are expected to be HK$321.2 million (assuming the over-allotment
option is not exercised).
The Company plans to use the net proceeds from the Global
Offering for further developing its wealth management business, for
further developing its asset management business, for selectively
pursuing potential investments, for investing in its in-house
technology across all business lines, for overseas expansion, and
for general corporate purposes. To the extent that the net proceeds
from the Global Offering are not immediately required for the above
purposes or if the Company is unable to put into effect any part of
its plan as intended, the Company will hold such funds in
short-term interest-bearing accounts at authorized licensed
banks.
Goldman Sachs (Asia) L.L.C. is
the sole sponsor and sole representative for the Global Offering.
Goldman Sachs (Asia) L.L.C., BOCI
Asia Limited and DBS Asia Capital Limited are joint global
coordinators, joint bookrunners and joint lead managers for the
Global Offering. Futu Securities International (Hong Kong) Limited is a joint bookrunner and
joint lead manager for the Global Offering.
The International Offering is being made only by means of a
preliminary prospectus supplement dated June
29, 2022 and the accompanying prospectus included in an
automatic shelf registration statement on Form F-3 filed with the
U.S. Securities and Exchange Commission (the "SEC") on June 21, 2022, which automatically became
effective upon filing. The registration statement on Form F-3 and
the preliminary prospectus supplement are available at the SEC
website at: http://www.sec.gov. The final prospectus
supplement will be filed with the SEC and will be available on the
SEC's website at: http://www.sec.gov. When available, copies
of the final prospectus supplement and the accompanying prospectus
relating to the offering may also be obtained from Goldman Sachs
& Co. L.L.C., 200 West Street, New
York, NY 10282-2198, Attention: Prospectus Department
(1-866-471-2526), or E-Mail: Prospectus-Ny@gs.com, BOCI Asia
Limited, 26/F, Bank of China Tower, 1 Garden Road, Central,
Hong Kong, Attention: Investment
Banking Division (852-3988 6000), or E-mail:
HK-IBD-ECM@bocigroup.com, DBS Asia Capital Limited, Attention: DBS
Asia Capital Ltd – Equity Syndicate, or E-mail:
capmkts-hk.equitysyndicate@dbs.com and Futu Securities
International (Hong Kong) Limited,
Attention: Tse Chi Kin, Daniel, or
E-mail: project-rainbow@futuhk.com.
This press release shall not constitute an offer to sell or the
solicitation of an offer or an invitation to buy any securities of
the Company, nor shall there be any offer or sale of these
securities in any state or other jurisdiction in which such offer,
solicitation or sale would be unlawful prior to the registration or
qualification under the securities laws of any such state or other
jurisdiction. This press release does not constitute a prospectus
(including as defined under the laws of Hong Kong) and potential investors should read
the prospectus of the Company for detailed information about the
Company and the proposed offering, before deciding whether or not
to invest in the Company. This press release has not been reviewed
or approved by the Hong Kong Stock Exchange or the Securities and
Futures Commission of Hong
Kong.
The price of the Offer Shares of the Company may be stabilized
in accordance with the Securities and Futures (Price Stabilizing)
Rules. The details of the intended stabilization and how it will be
regulated under the Securities and Futures Ordinance (Chapter 571
of the Laws of Hong Kong) have
been contained in the prospectus of the Company dated June 30, 2022.
ABOUT NOAH HOLDINGS LIMITED
Noah Holdings Limited (NYSE: NOAH) is a leading and pioneer
wealth management service provider in China offering comprehensive one-stop advisory
services on global investment and asset allocation primarily for
high net worth investors. Noah is a Cayman Islands holding company and carries on
business in Hong Kong as Noah
Holdings Private Wealth and Asset Management Limited.
Noah's wealth management business primarily distributes private
equity, public securities and insurance products denominated in RMB
and other currencies. Noah delivers customized financial solutions
to clients through a network of 1,281 relationship managers across
83 cities in mainland China, and
serves the international investment needs of its clients through
offices in Hong Kong, Taiwan, New
York, Silicon Valley and Singapore. The Company's wealth management
business had 415,082 registered clients as of March 31, 2022. Through Gopher Asset Management,
Noah manages private equity, public securities, real estate,
multi-strategy and other investments denominated in Renminbi and
other currencies. Noah also provides other businesses.
For more information, please visit Noah at
ir.noahgroup.com.
SAFE HARBOR STATEMENT
This announcement contains forward-looking statements. These
statements are made under the "safe harbor" provisions of the U.S.
Private Securities Litigation Reform Act of 1995. These
forward-looking statements can be identified by terminology such as
"will," "expects," "anticipates," "future," "intends," "plans,"
"believes," "estimates," "confident" and similar statements. Among
other things, the outlook for 2022 and quotations from management
in this announcement, as well as Noah's strategic and operational
plans, contain forward-looking statements. Noah 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. Statements that are not historical
facts, including statements about Noah's beliefs and expectations,
are forward-looking statements. Forward-looking statements involve
inherent risks and uncertainties. A number of factors could cause
Noah's actual results to differ materially from those contained in
any forward-looking statement, including but not limited to the
following: its goals and strategies; its future business
development, financial condition and results of operations; the
expected growth of the wealth management and asset management
market in China and
internationally; its expectations regarding demand for and market
acceptance of the products it distributes; investment risks
associated with investment products distributed to Noah's
investors, including the risk of default by counterparties or loss
of value due to market or business conditions or misconduct by
counterparties; its expectations regarding keeping and
strengthening its relationships with key clients; relevant
government policies and regulations relating to its industries; its
ability to attract and retain qualified employees; its ability to
stay abreast of market trends and technological advances; its plans
to invest in research and development to enhance its product
choices and service offerings; competition in its industries in
China and internationally; general
economic and business conditions in China; and its ability to effectively protect
its intellectual property rights and not to infringe on the
intellectual property rights of others. Further information
regarding these and other risks is included in Noah's filings with
the U.S. Securities and Exchange Commission, including its annual
reports on Form 20-F and other filings with the SEC and the
prospectus registered in Hong
Kong. All information provided in this press release and in
the attachments is as of the date of this press release, and Noah
does not undertake any obligation to update any such information,
including forward-looking statements, as a result of new
information, future events or otherwise, except as required under
the applicable law.
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SOURCE Noah Holdings Limited