Puxin Limited Announces Change in US Custodian Equity Ratio
BEIJING, January 27, 2022 /PRNewswire/ — Puxin Limited (NYSE:NEW) (“Puxin” or the “Company”), announced today that it will change the effective date of its change to the ratio of its U.S. depository shares (“ADS”). At January 21, 2022Puxin has announced its intention 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 the current market conditions, Puxin will instead change the ratio of its effective ADS January 31, 2022.
For Puxin ADS holders, the change in the ADS ratio will have the same effect as a one-to-ten reverse ADS allocation. There will be no change in the underlying ordinary shares of the Company, and no ordinary shares will be issued or canceled in connection with the change in the 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 trading price of the ADS on the New York Stock Exchange (the “NYSE”) is expected to occur on or about January 31, 2022.
Each ADS holder of record at the close of business on the effective date of the ratio change will be required to surrender their old ADSs to the Company’s custodian 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 trade on the NYSE under the symbol “NEW”.
No new fractional ADSs will be issued as part of the change in the ADS ratio. Instead, the fractional rights to the new ADSs will be aggregated and sold by the depositary bank and the net cash proceeds from the sale of the fractional rights to the ADSs (after deduction of fees, taxes and expenses) will be distributed to the holders of the new ADSs. ‘ADS concerned by the custodian. Bank.
The purpose of the change in the ADS ratio is to increase the Company’s ADS price in order to be in compliance with the trading price requirements of the NYSE. Following the change in the ADS ratio, the price of the ADS is expected to increase proportionally, although the Company cannot guarantee that the price of the ADS after the change in the ADS ratio will be equal to or greater than ten times the price of the ADS prior to the change or that the Company will be able to meet the NYSE 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 United States Private Securities Litigation Reform Act of 1995, including including, without limitation, statements regarding Changes in ADS ratio, future trading price, the Company’s plan to meet the NYSE’s continued listing requirements, its ability to regain compliance with NYSE requirements and continued listing of ADSs on the NYSE. These forward-looking statements can be identified by words such as “will”, “may”, “should”, “expect”, “anticipate”, “future”, “intend”, “aim”, “plans”, “believes”, “estimates”, “predicts”, “projects”, “continues”, “confident” and similar statements. All statements that are not historical facts, including statements about beliefs and expectations of the Company, are forward-looking statements that involve factors, risks and uncertainties that could cause actual results to differ materially from those contained in the forward-looking statements.These factors and risks include, but are not limit: the Company’s ability to meet regulatory approval requirements and meet the standards necessary to maintain the listing of its ADSs on the NYSE, including its ability to remedy any non-compliance with the continued listing of the NYSE Criteria disputes and negative advertising environment China– companies listed in the United States; and duration of the COVID-19 outbreak, including the emergence of variants of COVID, 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 acquired businesses; its ability to identify or pursue acquisition targets; its ability to compete effectively with 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, activities and industry. Further information regarding these and other risks is included in the Company’s filings with the United States Securities and Exchange Commission. All information provided in this press release is current as of the date of the press release, and the Company assumes no obligation to update such information except as required by applicable law.
About Puxin Limited
Puxin Limited (NYSE: NEW) is a private provider of educational services in China. Puxin has strong acquisition and integration expertise to effectively improve the quality of education and operational performance of acquired schools. Puxin provides 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/.
Email: [email protected]
CIA Investor Relations (Asia) Limit
Mr. Kevin Yang
Email: [email protected]