Fang Holdings Constrained Announces Receipt of Non-Binding “Likely Private” Proposal

BEIJING, Nov. 30, 2020 /PRNewswire/ — Fang Holdings Limited (NYSE: SFUN) (“Fang” or the “Enterprise”), a foremost actual estate Web portal in China, right now declared that its board of directors (the “Board”) has been given a preliminary and non-binding proposal letter, dated November 30, 2020, from Typical Atlantic Singapore Fund Pte. Ltd. (collectively with its affiliated expense entities, “Basic Atlantic”, as the “Proposing Consumer”), a enterprise incorporated in Singapore, proposing to acquire all of the superb shares (the “Shares”) and American Depositary Shares (the “ADSs”, each and every representing ten Course everyday shares) of the Enterprise not presently owned by the Proposing Buyer in a “going-private” transaction for US$1.468 for every Share (or US$14.68 for every Advertisements) in cash, issue to particular disorders. The US$1.468 for each Share (or US$14.68 for each Adverts) price tag signifies a top quality of close to 20{a1a1c2aadef71e97d3d8dc505175168462e21e65098a9638786aefb22bafcd71} to the closing value of the Firm’s Adverts on November 27, 2020, and a quality of around 40{a1a1c2aadef71e97d3d8dc505175168462e21e65098a9638786aefb22bafcd71} to the Company’s 30-day quantity weighted ordinary price tag of Advertisements up to November 27, 2020. 

In accordance to the proposal letter, the Proposing Buyer plans to finance the acquisition largely with equity capital, and perhaps debt capital. The proposal letter states that the fairness portion of the funding would be furnished by the Proposing Customer and further prospective customer consortium members, if any. A copy of the proposal letter is connected hereto as Annex A.

The Board cautions the Company’s shareholders and other folks considering investing the Firm’s securities that the Board has just gained the proposal letter and has not experienced an possibility to diligently evaluation and examine the proposal or make any selection with regard to the Firm’s response to the proposal. 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 authorised or consummated. The Organization does not undertake any obligation to deliver any updates with respect to this or any other transaction, besides as necessary beneath applicable regulation.

About Fang

Fang operates a main real estate Web portal in China in phrases of the variety of page sights and site visitors to its web-sites. By means of its web-sites, Fang gives primarily marketing and advertising, listing, prospects technology and financial expert services for China’s quick-developing true estate and household furnishing and enhancement sectors. Its consumer-pleasant websites support active on the web communities and networks of end users seeking information on, and benefit-included providers for, the true estate and home furnishing and advancement sectors in China. Fang presently maintains approximately 74 places of work to concentration on neighborhood market place requires and its website and database is made up of actual estate related content covering 665 metropolitan areas in China. For extra facts about Fang, make sure you visit http://ir.fang.com.

Secure Harbor Statements

This push release consists of ahead-on the lookout statements inside the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Trade Act of 1934, as amended. These types of forward-hunting statements are produced below the “harmless harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. All statements other than statements of historical simple fact in this announcement are forward-looking statements, together with but not restricted to, the approval and the consummation of the probable transaction contemplated by the proposal letter or any substitute transaction. These ahead-searching statements can be determined by terminology this sort of as “will,” “expects,” “is expected to,” “anticipates,” “purpose,” “foreseeable future,” “intends,” “designs,” “believes,” “are very likely to,” “estimates,” “may perhaps,” “really should” and equivalent expressions, and involve, with out limitation, statements with regards to Fang’s future monetary functionality, profits assistance, progress and growth rates, industry placement and continued company transformation. These statements are dependent on management’s existing anticipations and current sector and working disorders, and relate to occasions that contain regarded or unidentified threats, uncertainties and other aspects, all of which are complicated to predict and many of which are outside of Fang’s command, which may perhaps trigger its real final results, functionality or achievements to vary materially from individuals in the forward-on the lookout statements. Likely risks and uncertainties include, without limitation, the impact of Fang’s organization advancement approaches, the affect of the COVID-19 pandemic, and the effect of current and upcoming federal government guidelines influencing China’s real estate marketplace. Even further info about these and other risks, uncertainties or variables is included in Fang’s filings with the U.S. Securities and Exchange Commission. Fang does not undertake any obligation to update any forward-looking statement as a final result of new details, potential events or normally, besides as essential under law.

Annex A

November 30, 2020

The Board of Directors
Fang Holdings Constrained
Tower A, No. 20 Guogongzhuang Center Road
Fengtai District, Beijing 100070
The People’s Republic of China

Expensive Board Members:

General Atlantic Singapore Fund Pte. Ltd. (together with its affiliated financial commitment entities, “Typical Atlantic”, as the “Proposing Consumer”) hereby submits this preliminary non-binding proposal (the “Proposal”) to get all of the remarkable shares and American Depositary Shares (“ADSs”, every symbolizing 10 Course A normal shares), of Fang Holdings Constrained (the “Company”), not already beneficially owned by General Atlantic (the proposed “Transaction”).

We consider that our Proposal supplies an appealing possibility for the Company’s shareholders, primarily through a time of persisting running difficulty and ongoing COVID-19 uncertainty. The Proposal signifies a high quality of 20{a1a1c2aadef71e97d3d8dc505175168462e21e65098a9638786aefb22bafcd71} to the Company’s inventory price tag as of the shut of small business on November 27, 2020 and a premium of roughly 40{a1a1c2aadef71e97d3d8dc505175168462e21e65098a9638786aefb22bafcd71} to the Company’s 30-day volume weighted average rate up to November 27, 2020.

Set forth below are the primary conditions of our Proposal:

1.  Invest in Rate. We suggest to purchase all of the fantastic everyday shares and ADSs of the Company not presently beneficially owned by Typical Atlantic. The consideration payable for each Ads to be acquired will be US$14.68 in cash, and the consideration payable for every single standard share to be obtained will be US$1.468 in funds.

2.  Funding. We intend to finance the Transaction primarily with fairness money, and quite possibly financial debt capital. Equity financing will be provided from us as the Proposing Consumer and more prospective customer consortium users, if any.

3.  Because of Diligence. We believe that we will be in a situation to comprehensive customary owing diligence for the Transaction in a timely fashion and in parallel with discussions of corresponding definitive agreements.

4.  Definitive Agreements. We are geared up to promptly negotiate and finalize definitive agreements (“Definitive Agreements”) for the Transaction. These files will give for representations, warranties, covenants and circumstances which are normal, customary and proper for transactions of this form.

5.  Approach. We feel that the Transaction will provide excellent benefit to the Firm’s shareholders. We figure out that the Company’s Board of Administrators will possible want to assess the Transaction independently just before the Corporation can make any determinations.

6.  About Normal Atlantic. Basic Atlantic is a top world-wide advancement fairness organization delivering cash and strategic aid for growth companies. Recognized in 1980, Common Atlantic has a lot more than 180 financial investment gurus centered in New York, Greenwich, Palo Alto, São Paulo, London, Munich, Mexico Town, Beijing, Shanghai, Hong Kong, Mumbai, Amsterdam, Singapore and Jakarta. Basic Atlantic combines a collaborative worldwide solution, sector distinct abilities, a extended-expression investment decision horizon and a deep comprehension of progress motorists to husband or wife with management teams to develop outstanding organizations worldwide. Typical Atlantic has approximately $40 billion in property less than management, and the firm’s unique funds base is comprised of lengthy-term commitments generally from rich families and substantial charitable foundations this affords General Atlantic with versatility in investment decision buildings and time horizon, enabling a potent partnership approach with progress corporations.

7.  No Binding Determination. This letter constitutes only a preliminary indicator of our interest, and does not represent any binding commitment with regard to the Transaction. A binding dedication will result only from the execution of Definitive Agreements, and then will be on phrases and conditions offered in this kind of documentation.

We would like to express our commitment to working collaboratively with the Organization to carry this Transaction to a effective and timely summary. Really should you have any issues regarding this proposal, you should do not wait to contact us.

* * * * *

[Signature Page to Follow]

Sincerely,

General Atlantic Singapore Fund Pte. Ltd.

By:       /s/ Ong Yu Huat 
Identify:  Ong Yu Huat
Title:    Director

Supply Fang Holdings Restricted

Related Backlinks

www.fang.com