BEIJING, Jan. 27, 2022 /PRNewswire/ -- Puxin Limited
(NYSE: NEW) ("Puxin" or the "Company"), today announced that it
will change the effective date of its change to the ratio of its
American depositary shares ("ADSs"). On January 21, 2022, Puxin announced that it
intended to change the ratio of its ADSs representing ordinary
shares from one (1) ADS representing two (2) ordinary shares to one
(1) ADS representing twenty (20) ordinary shares effective on or
about February 1, 2022. In light of
current market conditions, Puxin will instead change the ratio of
its ADSs effective January 31,
2022.
For Puxin's ADS holders, the change in the ADS ratio will have
the same effect as a one-for-ten reverse ADS split. There will be
no change to the Company's underlying ordinary shares, and no
ordinary shares will be issued or cancelled in connection with the
change in ADS ratio. The Company will file a post-effective
amendment to its registration statement on Form F-6 with the United
States Securities and Exchange Commission ("SEC") to reflect the
change in the ADS ratio. The effect of the ratio change on the ADS
trading price on the New York Stock Exchange (the "NYSE") is
expected to take place on or about January
31, 2022.
Each ADS holder of record at the close of business on the date
when the change in ratio is effective will be required to surrender
their old ADSs to the Company's depositary bank, Deutsche Bank
Trust Company Americas, for cancellation of every ten (10) existing
ADSs for one (1) new ADS. Puxin's ADSs will continue to be traded
on the NYSE under the symbol "NEW".
No fractional new ADSs will be issued in connection with the
change in the ADS ratio. Instead, fractional entitlements to new
ADSs will be aggregated and sold by the depositary bank and the net
cash proceeds from the sale of the fractional ADS entitlements
(after deduction of fees, taxes and expenses) will be distributed
to the applicable ADS holders by the depositary bank.
The purpose of the ADS ratio change is to increase the Company's
ADS price to be in compliance with the NYSE's trading price
requirements. As a result of the change in the ADS ratio, the ADS
price is expected to increase proportionally, although the Company
can give no assurance that the ADS price after the change in the
ADS ratio will be equal to or greater than ten times the ADS price
before the change or that the Company will be able to satisfy the
NYSE's trading price or other continued listing requirements.
Safe Harbor Statement
This press release contains forward-looking statements made
under the "safe harbor" provisions of Section 21E of the Securities
Exchange Act of 1934, as amended, and the U.S. Private Securities
Litigation Reform Act of 1995, including, without limitation,
statements regarding the Company's ADS ratio change, future trading
price, the Company's plan to address NYSE continued listing
requirements, its ability to regain compliance with NYSE
requirements and continued the listing of the ADSs on the NYSE.
These forward-looking statements can be identified by terminology
such as "will," "may," "would," "expect," "anticipate," "future,"
"intend," "aim," "plan," "believe," "estimate," "predict,"
"project," "continue," "confident" and similar statements. Any
statements that are not historical facts, including statements
about the Company's beliefs and expectations, are forward-looking
statements that involve factors, risks and uncertainties that could
cause actual results to differ materially from those in the
forward-looking statements. Such factors and risks include, but not
limited to the following: the Company's ability to satisfy
regulatory approval requirements and meet the standards necessary
to maintain listing of its ADSs on the NYSE, including its ability
to cure any non-compliance with the NYSE's continued listing
criteria; litigation and negative publicity surroundings
China-based companies listed in
the U.S.; and the duration of the COVID-19 outbreak, including the
emergence of COVID variants, and its potential impact on the
Company's business and financial performance; its goals and
strategies; its ability to achieve and maintain profitability; its
ability to attract and retain students to enroll in its courses;
its ability to effectively manage its business expansion and
successfully integrate businesses it acquired; its ability to
identify or pursue targets for acquisitions; its ability to compete
effectively against its competitors; its ability to improve the
content of its existing courses or to develop new courses; and
relevant government policies and regulations relating to the
Company's corporate structure, operations, business and industry.
Further information regarding these and other risks is included in
the Company's filings with the U.S. Securities and Exchange
Commission. All information provided in this press release is
current as of the date of the press release, and the Company does
not undertake any obligation to update such information, except as
required under applicable law.
About Puxin Limited
Puxin Limited (NYSE: NEW) is a private educational services
provider in China. Puxin has a
strong acquisition and integration expertise to effectively improve
education quality and operational performance of acquired schools.
Puxin offers quality educational services to students, and has
developed online and mobile applications to enhance students'
learning experience. For more information, please visit
http://www.pxjy.com/.
Contacts
Puxin Limited
Investor Relations
Phone: +86-10-6269-8930
E-mail: ir@pxjy.com
ICA Investor Relations (Asia) Limited
Mr. Kevin Yang
Phone: +86-21-8028-6033
E-mail: puxin@icaasia.com
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SOURCE Puxin Limited