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New Oriental | 6-K: Connected Transaction in Respect of Termination of Proposed Subscription of New East Buy Shares Under Specific Mandate and Collection of Recent Announcements

SEC announcement ·  Jan 31 08:11
Summary by Moomoo AI
New Oriental Education & Technology Group Inc. (New Oriental) and East Buy Holding Limited (East Buy) have mutually agreed to terminate a previously proposed subscription agreement, which would have seen New Oriental subscribe for new shares in East Buy under a specific mandate. The termination agreement was executed on January 31, 2024, effectively canceling the subscription and all related transactions. Consequently, the extraordinary general meeting (EGM) scheduled for February 7, 2024, to approve the subscription, along with the associated book closure period, has been canceled. Despite the termination, New Oriental and Mr. Yu Minhong, a director and CEO of East Buy and a director of New Oriental, have expressed their confidence in East Buy's future prospects. They have committed to purchasing East Buy shares...Show More
New Oriental Education & Technology Group Inc. (New Oriental) and East Buy Holding Limited (East Buy) have mutually agreed to terminate a previously proposed subscription agreement, which would have seen New Oriental subscribe for new shares in East Buy under a specific mandate. The termination agreement was executed on January 31, 2024, effectively canceling the subscription and all related transactions. Consequently, the extraordinary general meeting (EGM) scheduled for February 7, 2024, to approve the subscription, along with the associated book closure period, has been canceled. Despite the termination, New Oriental and Mr. Yu Minhong, a director and CEO of East Buy and a director of New Oriental, have expressed their confidence in East Buy's future prospects. They have committed to purchasing East Buy shares on the open market for a total value of HK$700 million, with New Oriental committing HK$660 million and Mr. Yu committing HK$40 million. These purchases will be made over the next six to twelve months in compliance with applicable laws and regulations. The decision to terminate the subscription was based on commercial considerations and the current cash flow position of East Buy, which is deemed sufficient for its near and long-term operations, especially after the sale of its education business and ongoing revenue. The on-market share purchases by New Oriental and Mr. Yu are intended to increase their respective shareholdings in East Buy without diluting other shareholders' stakes and to provide liquidity to the market. The commitments also signal their belief that East Buy's current share price is undervalued. Both companies have advised shareholders and potential investors to exercise caution when dealing in their securities.
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