This reads weird….
Pursuant to the Merger Agreement, at the effective time of the Merger (the “Effective Time”), each American Depository Share of the Company (each, an “ADS”), representing fifty (50) ordinary shares of the Company, par value US$0.00002 each (the “Shares”), issued and outstanding immediately prior to the Effective Time, other than ADSs representing the Excluded Shares (as defined in the Merger Agreement), together with the Shares represented by such ADSs, will be cancelled and cease to exist in exchange for the right to receive US$5.00 in cash per ADS without interest, and each Share issued and outstanding immediately prior to the Effective Time, other than the Excluded Shares, the Dissenting Shares (as defined in the Merger Agreement) and Shares represented by ADSs, will be cancelled and cease to exist in exchange for the right to receive US$0.10 in cash per Share without interest. Pursuant to the terms of the Merger Agreement, share-based incentives held by current or former officers, directors and employees of the Company will be cancelled, cashed out or rolled over into equity incentives of Holdco, as applicable.
Hard to tell what they mean by dissenting shares without reading the merger agreement (which is probably forthcoming), but perhaps if you vote “no” on the deal, and it goes through, you only get a dime?
That seems really strange….. |
