Wanda Sports & Media (Hong Kong) Holding Co. Limited Announces Commencement of Tender Offer to Acquire Class A Ordinary Shares and ADSs of Wanda Sports Group

Rhea-AI Summary

Wanda Sports & Media (Hong Kong) Holding Co. Limited has initiated a cash offer to acquire all Class A ordinary shares of Wanda Sports Group, valued at $1.70 per share or $2.55 per American depositary share (ADS). The offer, which started on December 23, 2020, will close on January 29, 2021. The aim is to reduce the number of Class A shareholders to below 300, allowing the company to deregister its shares and suspend reporting obligations under the Securities Exchange Act. Stakeholders are encouraged to review the Offer materials for detailed information.

Positive

• Cash offer of $1.70 per Class A share is a premium for shareholders.
• Strategic move to reduce the number of shareholders below 300 could streamline operations.

Negative

• The purpose of the offer raises questions about the company's long-term viability.
• Deregistration could reduce investor transparency and market interest.

HONG KONG, Dec. 23, 2020 /PRNewswire/ -- Wanda Sports & Media (Hong Kong) Holding Co. Limited (the "Purchaser") today announced the launch of its offer (the "Offer") to acquire all of the issued and outstanding class A ordinary shares of Wanda Sports Group Company Limited (the "Company" or "Wanda Sports Group"), no par value (the "Class A Ordinary Shares"), including all Class A Ordinary Shares represented by American depositary shares of the Company ("ADSs," with every two ADSs representing three Class A Ordinary Shares). The ADSs are listed on the Nasdaq Global Select Market and trade under the symbol "WSG."

The Purchaser is offering $1.70 in cash per Class A Ordinary Share, or $2.55 in cash per ADS, without interest, upon the terms, and subject to the conditions, set forth in the offer to purchase (the "Offer to Purchase") and the related letters of transmittal for Class A Ordinary Shares and ADSs. The Offer commenced today and will expire at 5:00 p.m., New York City time, on January 29, 2021 (as it may be extended as set forth in the Offer to Purchase).

The purpose of the Offer is to acquire a sufficient number of Class A Ordinary Shares (including Class A Ordinary Shares represented by ADSs) such that there are fewer than 300 holders of Class A Ordinary Shares of record, thereby allowing the Company to deregister its Class A Ordinary Shares under Section 12(g)(4) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), and suspend its reporting obligations under the Section 15(d) of the Exchange Act.

Further detail around the Offer can be found in the Offer to Purchase.  If you have questions about the Offer, you may call the information agent for the Offer, MacKenzie Partners, Inc, toll free at (800) 322-2885 for assistance. Banks and brokers may call (212) 929-5500. American Stock Transfer & Trust Company, LLC will act as tender agent for the Offer.

CAUTIONARY NOTE

This news release contains forward-looking statements, including statements relating to the Offer (as described in the Offer to Purchase and other matters that are not historical facts). Statements in this news release that relate to future results and events are forward-looking statements based on the Purchaser's current plans and expectations and are subject to a number of risks and uncertainties, including risks and uncertainties with respect to the Purchaser, the Company or the Offer that could cause actual results to differ materially from those described in these forward-looking statements.

This news release is for informational purposes only and is neither the Offer to Purchase nor a substitute for the Offer materials that Purchaser has filed as a part of a Schedule TO with the U.S. Securities and Exchange Commission ("SEC") in relation to the Offer (the "Schedule TO"). The Offer will only be made pursuant to the Offer to Purchase, the letters of transmittal and related documents filed as a part of the Schedule TO. INVESTORS AND SECURITY HOLDERS OF THE COMPANY ARE URGED TO READ OFFER MATERIALS CAREFULLY AND IN THEIR ENTIRETY (AS THEY MAY BE AMENDED FROM TIME TO TIME), BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. Investors and security holders of the Company may obtain a free copy of these materials and other documents filed with the SEC at the website maintained by the SEC at www.sec.gov.

About Wanda Sports & Media (Hong Kong) Holding Co. Limited

Wanda Sports & Media (Hong Kong) Holding Co. Limited is a privately held company, organized and existing under the laws of Hong Kong, and an indirect wholly-owned subsidiary of Wanda Culture Holding Co., Ltd., a limited liability company incorporated under the laws of the People's Republic of China. Wanda Culture Holding Co., Ltd. is ultimately controlled by Mr. Jianlin Wang, its chairman and president.

About Wanda Sports Group

Wanda Sports Group is a leading global sports events, media and marketing platform with a mission to unite people in sports and enable athletes and fans to live their passions and dreams. Through its businesses, including Infront and the Wanda Sports China, Wanda Sports Group has significant intellectual property rights, long-term relationships and broad execution capabilities, enabling it to deliver unrivalled sports event experiences, creating access to engaging content and building inclusive communities. Wanda Sports Group offers a comprehensive array of events, marketing and media services through three primary segments: Mass Participation, Spectator Sports and Digital, Production, Sports Solutions (DPSS). Wanda Sport Group's full-service platform creates value for its partners and clients as well as other stakeholders in the sports ecosystem, from rights owners, to brands and advertisers, and to fans and athletes.

Headquartered in China, Wanda Sports Group has more than 48 offices in 16 countries with over 1,000 employees around the world. For more information, please visit http://investor.wsg.cn/investor-relations.

For investor and media inquiries, please contact:

Mr. YANG Zhuo
Global Communications Officer, Wanda Group
Email: yangzhuo7@wanda.cn

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SOURCE Wanda Sports & Media (Hong Kong) Holding Co. Limited

FAQ

What is the value of the cash offer made by Wanda Sports & Media for WSG shares?

The cash offer is valued at $1.70 per Class A ordinary share or $2.55 per American depositary share (ADS).

When does the offer for Wanda Sports Group shares expire?

The offer expires on January 29, 2021, at 5:00 p.m. New York City time.

What is the purpose of the tender offer made by Wanda Sports & Media?

The purpose is to acquire enough shares to reduce the number of holders to below 300, allowing deregistration under the Securities Exchange Act.

How can investors obtain more information regarding the cash offer for WSG?

Investors can review the Offer materials as part of the Schedule TO filed with the SEC or call MacKenzie Partners, the information agent.

What are the potential implications of the offer on WSG's shareholder transparency?

Deregistration could lead to reduced transparency and less market interest in Wanda Sports Group.