BEIJING, Oct. 27, 2020 /PRNewswire/ -- Pintec Technology
Holdings Limited (Nasdaq: PT) ("PINTEC" or the "Company"), a
leading independent technology provider enabling financial services
in China, today announced that
Pintec (Yinchuan) Technology Co., Ltd. (the "Transferee"), a
wholly-owned subsidiary of the Company, entered into certain equity
transfer agreements (the "Agreements"), pursuant to which Ningxia
Fengyin Enterprise Management Consulting LLP (the "Transferor")
agreed to transfer all the outstanding equity interests in Yinchuan
Chuanxi Technology Co., Ltd. ("Chuanxi Technology"), to the
Transferee, in exchange for a total consideration of RMB400,000,000 (the "Consideration"). The
parties agreed that Chuanxi Technology shall have an aggregate of
no less than RMB400,000,000 in its
bank account which is available for use at a specific date to be
agreed by the parties. The transactions under the Agreements were
closed on October 22, 2020.
The terms of the Consideration include the following
features:
- The full Consideration must be repaid by the Transferee within
20 days after the third anniversary of the closing date as defined
under the Agreements (the "Closing Date").
- To satisfy the payment obligation for the Consideration, the
Company shall issue a warrant (the "Warrant") to an entity
designated by the Transferor to subscribe in a private placement,
for 320,036,576 class A ordinary shares of the Company, par value
US$0.000125 per share (the "Warrant
Shares").
- The number of Warrant Shares is calculated by the U.S. dollar
equivalent of the Consideration divided by US$0.1857 per share, which is equivalent to
US$1.30 per American depositary share
(each an "ADS"), representing approximately a 25.0% premium to the
45-day volume weighted average price of the ADSs.
- The Warrant is exercisable immediately at the par value per
Warrant Share and will expire on the third anniversary of the
issuance date.
- If the Warrant is fully exercised before its expiration date,
the Transferee will be released from the obligation to pay the
Consideration.
- If the Warrant is not fully exercised before its expiration
date, the Transferee will be required to pay the portion of the
Consideration not reflected by the Warrant Shares (to the extent
exercised) within 20 days after the expiration date of the Warrant.
The Transferee is also obligated to pay an annual interest of 8.75%
for any unpaid portion of the Consideration on a quarterly
basis.
- In connection with this transaction, the Transferee will cause
its affiliates to pledge all equity interests of a subsidiary of
the Company to the Transferor or a party designated by the
Transferor within 20 days of the Closing Date.
Mr. Steven Sim, Chief Financial Officer of PINTEC,
stated, "We are pleased to have successfully completed this
financing even under the current challenging environment, and we
appreciate the investors' confidence in our business innovation.
This transaction supports our strategic transformation, and the
funds are intended for investment and acquisition in digital
technology services, as well as general corporate purposes. We will
continue to optimize our industry-leading tools and provide
best-of-class solutions to digitally empower the way our partners
conduct business in the financial markets. Finally, the cash
injection from this transaction will further solidify our liquidity
position, strengthen our balance sheet, and enhance our financial
flexibility."
About PINTEC
PINTEC is a leading independent technology platform enabling
financial services in China. By
connecting business and financial partners, PINTEC enables them to
provide financial services to end users efficiently and
effectively. The Company offers its partners a full suite of
customized solutions, ranging from digital retail lending, digital
business lending, robotic process automation, to wealth management
and insurance products. Leveraging its scalable and reliable
technology infrastructure, PINTEC serves a wide range of industry
verticals covering online travel, e-commerce, telecommunications,
online education, SaaS platforms, financial technology, internet
search, and online classifieds and listings, as well as various
types of financial partners including banks, brokers, insurance
companies, investment funds and trusts, consumer finance companies
and other similar institutions. For more information, please visit
ir.pintec.com.
About Chuanxi Technology
Chuanxi Technology is a limited liability company incorporated
under the laws of the People's Republic
of China on September 27, 2020, and a wholly-owned
subsidiary of Ningxia Fengyin Enterprise Management Consulting LLP.
Although Chuanxi Technology does not currently engage in any
business activities, it is registered to engage in consulting
services for various sectors including information technology,
education, etc.
Safe Harbor Statement
This press release contains forward-looking statements. These
statements constitute "forward-looking" statements within the
meaning of Section 21E of the Securities Exchange Act of 1934, as
amended, and as defined in 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," "target," "confident" and similar statements. Among
other things, the quotations from management in this announcement,
as well as PINTEC's strategic and operational plans, contain
forward-looking statements. PINTEC 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. Such statements are based upon
management's current expectations and current market and operating
conditions, and relate to events that involve known or unknown
risks, uncertainties and other factors, all of which are difficult
to predict and many of which are beyond the Company's control.
Forward-looking statements involve inherent risks, uncertainties
and other factors that could cause actual results to differ
materially from those contained in any such statements. Potential
risks and uncertainties include, but are not limited to, the
Company's limited operating history, regulatory uncertainties
relating to online consumer finance in China, the Company's
reliance on Jimu Group for a significant portion of its funding and
the need to further diversify its financial partners, the Company's
reliance on a limited number of business partners, the impact of
current or future PRC laws or regulations on wealth management
financial products, publicity regarding the consumer finance
industry and the evolving regulatory environment governing this
industry in China, and the Company's ability to meet the
standards necessary to maintain the listing of its ADSs on the
Nasdaq Global Market, including its ability to cure any
non-compliance with Nasdaq's continued listing criteria. Further
information regarding these and other risks, uncertainties or
factors is included in the Company's filings with the U.S.
Securities and Exchange Commission. All information provided in
this press release is as of the date of this press release, and the
Company does not undertake any obligation to update any
forward-looking statement as a result of new information, future
events or otherwise, except as required under applicable law.
For investor and media inquiries,
please contact:
Joyce
Tang
Pintec Technology Holdings Ltd.
Phone: +86 (10) 8564-3600
E-mail: ir@pintec.com
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SOURCE Pintec Technology Holdings Limited