WEB NEWS Comments & Business Outlook
BEIJING, Sept. 29, 2017 /PRNewswire / -- Zhaopin Limited (ZPIN) ("Zhaopin" or the "Company"), a leading career platform[1] in China focused on connecting users with relevant job opportunities through their career lifecycle, today announced the completion of its merger (the "Merger") with Zebra Mergerco, Ltd. ("Merger Company"), pursuant to the previously announced agreement and plan of merger (the "Merger Agreement"), dated April 6, 2017, among the Company, SEEK International Investments Pty Ltd. ("Parent") and Merger Company. As a result of the Merger, Parent together with affiliates of Hillhouse Capital Management, Ltd. and FountainVest Partners acquired the Company and the Company ceased to be a publicly traded company thereafter.
As previously announced, on June 19, 2017, the Company declared the final amount of a cash special dividend (the "Special Dividend") of US$0.94 per ordinary share of the Company (each a "Share"), corresponding to US$1.88 per American depositary share of the Company (each, an "ADS") (each representing two Shares) as contemplated under and determined in accordance with the terms of the Merger Agreement, payable to holders of record of issued and outstanding Shares and ADSs as of immediately prior to the effective time of the Merger (the "Effective Time"), subject to and conditioned upon the consummation of the Merger. The Special Dividend will be paid by the Company as soon as practicable and no later than three business days (as such term is defined in the Merger Agreement) following the Effective Time.
In addition, under the terms of the Merger Agreement, which has been approved by the Company's shareholders at an extraordinary general meeting held on September 25, 2017, other than certain of the Company's ordinary shares described below, each Share that was issued and outstanding immediately prior to the Effective Time of the Merger has been cancelled and converted into and exchanged for the right to receive US$8.16 (which represents US$9.10 per Share minus the US$0.94 per Share amount of the Special Dividend) (such amount, the "Per Share Merger Consideration"), and each ADS, together with the two Shares underlying each such ADS, has been cancelled in exchange for US$16.32 (which amount represents US$18.20 per ADS minus the US$1.88 per ADS amount of the Special Dividend) (such amount, the ''Per ADS Merger Consideration'') to be paid, net of the cancellation fee of US$0.05 per ADS, pursuant to the terms of the Deposit Agreement, dated as of June 11, 2014, among the Company, JPMorgan Chase Bank, N.A., in its capacity as the ADS depositary (the "ADS Depositary"), and the holders and beneficial owners of ADSs issued thereunder, in each case, in cash, without interest and net of any applicable withholding taxes.
The US$8.16 Per Share Merger Consideration, together with the US$0.94 per Share amount of the Special Dividend, will result in holder of Shares immediately prior to the Effective Time being entitled to receive a total of US$9.10 in cash per Share, and the US$16.32 Per ADS Merger Consideration, together with the US$1.88 per ADS amount of the Special Dividend, will result in holder of ADSs immediately prior to the Effective Time being entitled to receive a total of US$18.20 in cash per ADS, in each case in connection with the Merger.
Notwithstanding the foregoing, the following Shares (including Shares represented by ADSs) were not converted into or exchanged for the right to receive the Per Share Merger Consideration or the Per ADS Merger Consideration described in the immediately preceding paragraphs:
Going Private News
BEIJING, Aug. 17, 2017 /PRNewswire / -- Zhaopin Limited (ZPIN) ("Zhaopin" or the "Company"), a leading career platform[1] in China focused on connecting users with relevant job opportunities through their career lifecycle, today announced that it has called an extraordinary general meeting of shareholders (the "EGM") to be held on September 25, 2017 at 10:00 a.m. (Beijing time), at 5/F, Shoukai Square, No. 10 Furong Street, Wangjing, Chaoyang District, Beijing, The People's Republic of China. The meeting will be held to consider and vote on, among other matters, the proposal to authorize and approve the previously announced agreement and plan of merger (the "Merger Agreement") dated April 6, 2017, among the Company, SEEK International Investments Pty Ltd. ("Parent") and Zebra Mergerco, Ltd. ("Merger Company"), the plan of merger required to be filed with the Registrar of Companies of the Cayman Islands (the "Plan of Merger"), and the transactions contemplated thereby, including the Merger (as defined below).
Pursuant to the Merger Agreement and the Plan of Merger, Merger Company will merge with and into the Company, with the Company surviving the merger as the surviving company under Cayman Islands law (the "Merger"). If completed, the proposed Merger would result in the Company becoming a privately held company that is wholly owned by Parent (which is the current controlling shareholder of the Company) together with affiliates of Hillhouse Capital Management, Ltd. and FountainVest Partners (collectively, the "Buyer Group") and the American depositary shares of the Company (each representing two Class A ordinary shares) ("ADSs") will no longer be listed on the New York Stock Exchange. In addition, the ADSs and the Company's Class A ordinary shares represented by the ADSs will cease to be registered under Section 12 of the Securities Exchange Act of 1934.
The Company's board of directors, acting upon the unanimous recommendation of a special committee of the Company's board of directors composed entirely of independent directors unaffiliated with the Buyer Group or any member of the management of the Company, authorized and approved the Merger Agreement, the Plan of Merger and the transactions contemplated thereby (including the Merger) and resolved to recommend that the Company's shareholders vote FOR, among other things, the proposal to authorize and approve the Merger Agreement, the Plan of Merger and the transactions contemplated thereby (including the Merger).
Shareholders of record at the close of business in the Cayman Islands on September 4, 2017 will be entitled to attend and vote at the EGM. ADS holders as of the close of business in New York City on August 25, 2017 will be entitled to instruct JPMorgan Chase Bank, N.A., in its capacity as the ADS depositary, to vote the Class A ordinary shares represented by their ADSs at the EGM.
Comments & Business Outlook
BEIJING, June 19, 2017 /PRNewswire / -- Zhaopin Limited (ZPIN) ("Zhaopin" or the "Company"), a leading career platform1 in China focused on connecting users with relevant job opportunities through their career lifecycle, today announced that the final amount of the Special Dividend (as defined in and determined pursuant to the Merger Agreement as discussed below) was determined to be US$0.94 per ordinary share (each, a "Share"), or US$1.88 per American Depositary Share, each representing two Class A ordinary shares (each, an "ADS").
As previously announced, on April 6, 2017 the Company entered into a definitive Agreement and Plan of Merger (the "Merger Agreement") with SEEK International Investments Pty Ltd. ("SEEK International"), the current controlling shareholder of the Company, and Zebra Mergerco, Ltd. ("Merger Company"), a Cayman Islands exempted company incorporated by an affiliate of Hillhouse Capital Management, Ltd. and an affiliate of FountainVest Partners, pursuant to which, Merger Company will merge with and into the Company, with the Company surviving the merger as the surviving company (the "Surviving Company") under Cayman Islands law (the "Merger"). Concurrently with the execution of the Merger Agreement, the Company's board of directors resolved to declare a cash special dividend (the "Special Dividend") of an amount not less than US$0.28 and not more than US$1.35 per Share (corresponding with a minimum of US$0.56 and maximum of US$2.70 per ADS) to holders of record of issued and outstanding Shares and ADSs as of immediately prior to the effective time of the Merger (the "Effective Time").
Today, the Company declared the final amount of the Special Dividend as US$0.94 per Share (corresponding with US$1.88 per ADS), which was determined in accordance with the Merger Agreement. Payment of the Special Dividend is conditioned upon the consummation of the Merger and is to be made by the Company as soon as practicable (and no later than three business days) following the Effective Time. Only holders of record of Shares and ADSs as of immediately prior to the Effective Time will be entitled to receive the Special Dividend in respect of their Shares and ADSs, as applicable.
In addition to the Special Dividend, if the Merger is completed, each holder of Shares and/or ADSs as of immediately prior to the Effective Time will be entitled to receive consideration (a) of an amount per Share which, together with the US$0.94 per Share amount of the Special Dividend, will result in holders of Shares immediately prior to the Effective Time being entitled to receive a total of US$9.10 in cash per Share, and (b) of an amount per ADS which, together with the US$1.88 per ADS amount of the Special Dividend, will result in holders of ADSs immediately prior to the Effective Time being entitled to receive a total of US$18.20 in cash per ADS, in each case, in connection with the Merger, in cash, without interest and net of any applicable withholding taxes, and in the case of ADSs, net of the cancellation fees of US$0.05 per ADS pursuant to the terms of the Deposit Agreement, dated as of June 11, 2014, among the Company, JPMorgan Chase Bank, N.A., in its capacity as the ADS depositary (the "ADS Depositary"), and the holders and beneficial owners of ADSs issued thereunder (the "Deposit Agreement").
At the Effective Time, the Special Dividend will be paid to the ADS Depositary, in its capacity as the depositary of our ADS program and the record holder of the Shares underlying our ADSs, in U.S. dollars, and the ADS Depositary will then distribute the applicable amounts in U.S. dollars to the holders of ADSs according to the terms of the Deposit Agreement, less the fees and expenses (if any) payable thereunder.
Comments & Business Outlook
Third Quarter 2017 Financial Results
Total revenue increased by 30.3% to RMB492.8 million (US$71.6 million).
Non-GAAP basic and diluted net income per ADS was RMB0.84 (US$0.12) and RMB0.82 (US$0.12), respectively.
"I am pleased to announce the third quarter result with total revenue growth of 30.3% compared with the same period of last year. Our online recruitment services revenue increased by 23.7% and the number of unique customers[3] grew by 20.4% to 424,382. Online revenue benefited from our post-Chinese New Year marketing campaign that was carefully planned based on our deep insights into the Chinese labor market demand." commented Mr. Evan Guo, Chief Executive Officer and Director of Zhaopin.
"To support long-term growth in the highly competitive market while also facing macro uncertainties, we need to remain cautious and continue our reinvestment program in sales and marketing, product and R&D. We believe this strategy is compelling and the right approach to support Zhaopin's market position as a leading career development platform in China," concluded Mr. Evan Guo.
Going Private News
BEIJING, April 6, 2017 /PRNewswire / -- Zhaopin Limited (ZPIN) ("Zhaopin" or the "Company"), a leading career platform[1] in China focused on connecting users with relevant job opportunities throughout their career lifecycle, today announced that it has entered into a definitive Agreement and Plan of Merger (the "Merger Agreement") with SEEK International Investments Pty Ltd. ("SEEK International"), the current controlling shareholder of the Company, and Zebra Mergerco, Ltd. ("Merger Company"), a Cayman Islands exempted company incorporated by an affiliate of Hillhouse Capital Management, Ltd., ("Hillhouse Capital Management") and an affiliate of FountainVest Partners (together with SEEK International and Hillhouse Capital Management, the "Buyer Group").
Pursuant to the Merger Agreement, the Buyer Group will acquire all of the outstanding shares of the Company for cash consideration, that together with the amount of the Special Dividend (as discussed below) will equal US$9.10 per ordinary share of the Company (each, a "Share") and US$18.20 per American Depositary Share of the Company, each representing two Shares (each, an "ADS"). This represents a 14.2% premium over the closing price of US$15.94 per ADS as quoted by the New York Stock Exchange (the "NYSE") on February 16, 2017, the last trading day prior to the Company's announcement after the close of trading on February 16, 2017 that it was in advanced discussions with the Buyer Group regarding a potential transaction, and a premium of 14.2% and 18.3%, respectively, over the Company's 30- and 60- trading day volume-weighted average price as quoted by the NYSE on and prior to February 16, 2017.
Subject to the terms and conditions of the Merger Agreement, at the effective time of the merger (the "Effective Time"), Merger Company will merge with and into the Company, with the Company surviving the merger as the surviving company (the "Surviving Company") under Cayman Islands law (the "Merger"). In the Merger, each Share issued and outstanding immediately prior to the Effective Time, will be cancelled and cease to exist in consideration for the right to receive the merger consideration that together with the amount of the Special Dividend will equal US$9.10 in cash, without interest, and each ADS will be cancelled in consideration for the right to receive the merger consideration that together with the amount of the Special Dividend will equal US$18.20 in cash, without interest. The foregoing excludes (i) certain Shares (the "Continuing Shares") held by SEEK International which will remain outstanding as ordinary shares of the Surviving Company, (ii) Shares (including Shares represented by ADSs) held by the Company or its subsidiaries which will be cancelled without payment of any consideration therefor, and (iii) Shares held by holders who have validly exercised and not effectively withdrawn or lost their rights to dissent from the Merger pursuant to Section 238 of the Companies Law of the Cayman Islands, which will be cancelled at the Effective Time for the right to receive the fair value of such Shares determined in accordance with the provisions of Section 238 of the Companies Law of the Cayman Islands.
Holders of Shares and ADSs as of immediately prior to the Effective Time will be entitled to receive a cash special dividend, which, will be a minimum US$0.28 and maximum US$1.35 per Share (corresponding with a minimum US$0.56 and maximum US$2.70 per ADS), which will be paid to such shareholders and ADS holders as promptly as practicable following the Effective Time (the "Special Dividend"). In addition to the Special Dividend, Holders of Shares and ADSs as of immediately prior to the Effective Time will be entitled to receive cash consideration per Share and per ADS in an amount that would result in each holder of Shares and ADSs of record as of immediately prior to the Effective Time receiving a total of US$9.10 per Share and US$18.20 per ADS, respectively, in connection with the Merger after taking into account the final amount of the Special Dividend.
The final amount of the Special Dividend will be determined by the Company's board of directors based on the amount of funds legally available to distribute to the Company's shareholders following the Company's receipt of proceeds from its operating companies in the PRC and is expected to be announced in approximately four months.
The Company's board of directors, acting upon the unanimous recommendation of the special committee formed by the board of directors (the "Special Committee"), approved the Merger Agreement and the transactions contemplated by the Merger Agreement, including the Merger, and resolved to recommend that the Company's shareholders authorize and approve the Merger Agreement and the transactions contemplated by the Merger Agreement, including the Merger. The Special Committee, which consists of Peter Andrew Schloss and Alex Chit Ho, two independent directors of the Company who are unaffiliated with any member of the Buyer Group or management of the Company, exclusively negotiated the terms of the Merger Agreement with the Buyer Group with the assistance of its independent financial and legal advisors.
The Buyer Group intends to fund the Merger through a combination of cash contributions from affiliates of members of the Buyer Group pursuant to equity commitment letters, and cash in the Company and its subsidiaries.
The closing of the Merger is currently expected to occur during the second half of 2017, and is subject to customary closing conditions, including the approval by an affirmative vote of holders of Shares representing at least two-thirds of the Shares present and voting in person or by proxy as a single class at a meeting of the Company's shareholders, which will be convened for the purpose of voting upon the authorization and approval of the Merger Agreement and the transactions contemplated by the Merger Agreement, including the Merger, and the other closing conditions specified in the Merger Agreement.
As of the date of the Merger Agreement, SEEK International beneficially owns in aggregate approximately 61.2% of the issued and outstanding Shares and 74.5% of the outstanding voting power of the Company. Pursuant to a support agreement between SEEK International and Merger Company, SEEK International has agreed to vote all its Shares in favour of the authorization and approval of the Merger Agreement and the transactions contemplated by the Merger Agreement, including the Merger.
If completed, the Merger will result in the Company becoming a privately-held company and ADSs will no longer be listed on the NYSE.
The Company and certain other participants in the Transactions will prepare and file with the U.S. Securities and Exchange Commission (the "SEC") a Schedule 13E-3 transaction statement, which will include a proxy statement of the Company. The Schedule 13E-3 will include a description of the Merger Agreement and contain other important information about the Merger, the Company and the other participants in the Merger.
Duff & Phelps, LLC is serving as the financial advisor to the Special Committee, Fenwick & West LLP is serving as U.S. legal counsel to the Special Committee, Zhong Lun Law Firm is serving as PRC legal counsel to the Special Committee, Maples and Calder is serving as Cayman Islands legal counsel to the Special Committee and the Company, and Shearman & Sterling LLP is serving as U.S. legal counsel to the Company.
O'Melveny and Myers LLP is serving as U.S. legal counsel to SEEK International, Weil, Gotshal & Manges LLP is serving as U.S. legal counsel to Hillhouse Capital Management, King & Wood Mallesons is serving as PRC legal counsel to SEEK International, and Walkers is serving as Cayman Islands legal counsel to the Buyer Group.
Comments & Business Outlook
Second Quarter 2017 Financial Results
Total revenue increased by 24.4% to RMB508.9 million (US$73.3 million).
Non-GAAP basic and diluted net income per ADS was RMB1.36 (US$0.20) and RMB1.32 (US$0.20), respectively.
"We delivered another strong quarter of operational and financial results. These results reflect our market leadership and strong execution against its strategy, which is to become a leading career development platform in China focusing on connecting users with relevant job opportunities throughout their career lifecycle. Total revenue increased by 24.4% to RMB508.9 million year-over-year ("yoy"), underpinned by a strong performance in online recruitment services revenue which increased by 23.3%. Online revenue growth was driven by continued strong growth in the number of unique customers[4] increasing by 20.1% yoy, to 395,627. The strong growth in unique customers was attributable to strong execution of our sales force and sustained benefits from re-investments in marketing and advertising. Our strategic focus on lower-tier cities and small and medium-sized enterprises ("SME") employers is continuing to generate strong results. We also benefited from the launch of new products and scaling up of products launched in prior periods which have improved customer and user engagement. We are pleased to see our customers adopting our suite of value-added products as this contributes to an overall increase in average revenue per unique customer ("ARPU")," commented Mr. Evan Guo, Chief Executive Officer and Director of Zhaopin.
The CIER index[5], an indicator of China's labor market prospects, is at its highest level since the first quarter of calendar year 2015 indicating labor market prospects are high with significantly more job vacancies than job seekers. Against this background of greater demand for talents, we have been executing our important Post Chinese New Year sales and marketing campaign. We are looking to capitalize on the strong labor market outlook, our market leadership and invest appropriately to continue to grow our market share."
We are a leading career platform in China with market leadership across several key metrics. It is important that we continue to re-invest to continue to build scale and focus on developing new product and service innovations to deliver more value for job seekers and employers. We are well positioned to do this and develop additional monetization opportunities given our vast pool of data and unique insights into the job market accumulated over many years," concluded Mr. Evan Guo.
Going Private News
BEIJING, Feb. 16, 2017 /PRNewswire / -- Zhaopin Limited (ZPIN) ("Zhaopin" or the "Company"), a leading career platform1 in China focused on connecting users with relevant job opportunities throughout their career lifecycle, today announced that a special committee of its board of directors (the "Special Committee") is in advanced discussions with a consortium led by the Company's largest shareholder, SEEK International Investments Pty Ltd. ("SEEK International"), together with Hillhouse Capital Management, Ltd. ("Hillhouse") and FV Investment Holdings, an affiliate of FountainVest Partners ("FountainVest", and together with SEEK and Hillhouse, collectively, the "Consortium") regarding a potential transaction.
Earlier this year, the Special Committee received a preliminary non-binding proposal from the Consortium involving the acquisition of all outstanding shares of the Company not already owned by members of the Consortium for $18.00 in cash per American Depositary Share ("ADS", each representing two ordinary shares), or $9 in cash per ordinary share, subject to certain conditions (the "Proposed Transaction"). According to the proposal letter, the Consortium intends to fund part of the consideration for the Proposed Transaction through available cash at the Company, which may be in the form of a cash dividend from the Company to holders of ADSs and ordinary shares (with a corresponding reduction in the per ADS and ordinary share offer price). As of December 31, 2016, SEEK International beneficially owned ordinary shares representing approximately 74.6% of the voting power and 61.3 % of the share capital of the Company, and it is expected that immediately following the consummation of the Proposed Transaction, SEEK International would retain control of the Company.
The Special Committee, which consists of Mr. Peter Andrew Schloss and Mr. Alex Chit Ho, two independent directors that are unaffiliated with members of the Consortium, has been authorized by the Company's board of directors to review and consider the Proposed Transaction. The Special Committee has retained independent advisors, including a financial advisor and legal counsel, to assist it in its work.
Comments & Business Outlook
BEIJING, Dec. 29, 2016 /PRNewswire / -- Zhaopin Limited (ZPIN) ("Zhaopin" or the "Company"), a leading career platform1 in China focused on connecting users with relevant job opportunities throughout their career lifecycles, released its 2016 fourth-quarter report on China labor market supply and demand for white-collar workers. Competition for white-collar workers in the fourth quarter of 2016 reversed the declining trend seen in each of the previous three quarters, and posted the first rise for 2016, during what is normally a slow season for recruitment. Average monthly salary continued the rising trend throughout this year.
China Fourth-Quarter of 2016 White-Collar Labor Market Highlights:
Competition for white-collar jobs intensified in the fourth quarter of 2016, with an average of 41 applications per vacancy. That was up from both the 37 applications recorded in the fourth quarter of 2015, and the 38 posted in the third quarter of 2016.
Based on online job postings in 34 key cities compiled by Zhaopin, the average monthly salary in the fourth quarter of 2016 was RMB7,606, up slightly from RMB7,531 in the third quarter of 2016. The average salary has been on the rise since the beginning of this year, but the rate of increase slowed during the fourth quarter.
Salary keeping the upward trend
Based on online job postings in 34 key cities compiled by Zhaopin, the average monthly salary in the fourth quarter of 2016 was RMB7,606, up slightly from RMB7,531 in the third quarter of 2016. The average salary has been on the rise since the beginning of this year, but the rate of increase slowed during the fourth quarter.
Comments & Business Outlook
BEIJING, Oct. 26, 2016 /PRNewswire / -- Zhaopin Limited (ZPIN) ("Zhaopin" or the "Company"), a leading career platform[1] in China focused on connecting users with relevant job opportunities throughout their career lifecycles, released its 2016 third quarter report on China labor market supply and demand for white-collar workers. The report found that competition for white-collar workers continued to ease in the third quarter of 2016 with an average of 38 applications per vacancy, down from 45 in the second quarter of 2016.
China Third-Quarter White-Collar Labor Market Highlights:
Competition for white-collar jobs continued to relieve in the third quarter of 2016, with an average of 38 applications per vacancy, down from 45 in the second quarter of 2016.
Zhaopin publishes the competitive index for the labor market based on data collected from its online platform. The competitive index is calculated with the number of resume applications divided by the number of job vacancies. For the third quarter of 2016, the competitive index was 37.8, which means there were an average of 38 applications per job vacancy.
The competition in the white-collar labor market has been waning since the start of this year. The competitive index declined to 37.8 in the third quarter of 2016, down from 45.1 in the second quarter and 48.0 in the first quarter. Even with college graduates entering the labor market in the third quarter, the job competition continued to ease as more white-collar workers held on to their jobs, waiting for year-end bonuses.
Comments & Business Outlook
Fourth Quarter 2016 Financial Results
Total revenue increased 20.5% to RMB406.1 million (US$61.1 million).
Basic and diluted net income per ADS were RMB1.62 (US$0.24) and RMB1.56 (US$0.24), respectively.
"We were pleased to finish the fiscal year on a solid financial and operational footing. The benefits of our re-investment and strategic focus on penetrating the small and medium-sized enterprises ("SME") market have allowed us to remain flexible and adapt to an increasingly competitive market and a slower economic environment. Thanks to our successful post-Chinese New Year marketing campaign, fourth quarter revenue bounced back from the seasonal lows around Chinese New Year, increasing 20.5%, to RMB406.1 million. Number of unique customers[4] grew by 21.6% year-over-year, to 383,561 unique customers. Non-GAAP net income also increased by 20.9% during the quarter. Despite heavy re-investment, Non-GAAP net income for the second half fiscal year 2016 grew 4.9% compared to the same period of last year and we expect that over time our re-investment will lead to improved net income growth." commented Mr. Evan Guo, Chief Executive Officer and Director of Zhaopin.
"Our growth during the quarter was a demonstration of our determination to differentiate ourselves from our competition in this slower economic environment by focusing on re-investment with increased expenditure in R&D, marketing and sales to strengthen our market leadership across both job seekers and employers. This re-investment has resulted in the expansion of our product offerings to both employers and job seekers and has enhanced customer awareness. "
Looking ahead, we remain cautiously optimistic notwithstanding current macro-economic conditions and rising competitive tension. Our focus will remain on innovation to strengthen our core online platform and further differentiate ourselves from our competitors. We are also focusing on increasing searching and matching efficiency and driving even greater recruiting results. Finally, we will further enhance value by continuing to capture unique insights from our rich pool of data. By re-investing to better meet the needs of job seekers and employers, we will strengthen our network effect and further solidify our market position as China's leading career platform." concluded Mr. Evan Guo.
Going Private News
ZHONGSHAN, China, May 5, 2016 /PRNewswire / -- China Ming Yang Wind Power Group Limited (MY) ("Ming Yang" or the "Company"), a leading wind energy solution provider in China, today announced that it has called an extraordinary general meeting of shareholders (the "EGM"), to be held on June 6, 2016 at 9:00 a.m. (Beijing Time) at Ming Yang Industrial Park, 22 Torch Road, Torch Development Zone, Zhongshan, Guangdong, People's Republic of China, to consider and vote on, among other matters, the proposal to authorize and approve the previously announced agreement and plan of merger (the "Merger Agreement") dated as of February 2, 2016, by and among the Company, Zhongshan Ruisheng Antai Investment Co., Ltd ("Holdco"), Regal Concord Limited, a wholly owned subsidiary of Holdco ("Parent"), and Regal Ally Limited, a wholly-owned subsidiary of Parent ("Merger Sub"), the plan of merger required to be filed with the Registrar of Companies of the Cayman Islands in connection with the Merger (as defined below) (the "Plan of Merger"), and the transactions contemplated thereby, including the Merger.
Pursuant to the Merger Agreement and the Plan of Merger, Merger Sub will be merged with and into the Company (the "Merger") with the Company continuing as the surviving corporation in accordance with Cayman Islands Companies Law. If completed, the Merger would result in the Company becoming a privately-held company, which will be beneficially owned by the buyer group. The American depositary shares of the Company (each representing one ordinary share) ("ADSs") would no longer be listed on the New York Stock Exchange and the American depositary shares program for the ADSs will terminate. In addition, the ADSs and the ordinary shares of the Company represented by the ADSs will cease to be registered under Section 12 of the Securities Exchange Act of 1934.
The Company's board of directors, acting upon the unanimous recommendation of a special committee of the Company's board of directors composed entirely of independent directors who are unaffiliated with Parent or Merger Sub or any member of the buyer group or the management of the Company, authorized and approved the Merger Agreement, the Plan of Merger and the transactions contemplated thereby (including the Merger) and recommended that the Company's shareholders and ADS holders vote FOR, among other things, the proposal to authorize and approve the Merger Agreement, the Plan of Merger and the transactions contemplated thereby (including the Merger).
Shareholders of record at the close of business in the Cayman Islands on May 13, 2016 will be entitled to attend and vote at the EGM and any adjournment thereof. The record date for ADS holders entitled to instruct Citibank, N.A., in its capacity as the ADS depositary, to vote the shares represented by the ADSs at the EGM is the close of business in New York City on May 13, 2016.
Additional information regarding the EGM and the Merger Agreement can be found in the transaction statement on Schedule 13E-3 and the proxy statement attached as Exhibit (a)-(1) thereto, as amended, filed with the U.S. Securities and Exchange Commission ("SEC"), which can be obtained, along with other filings containing information about the Company, the proposed Merger and related matters, without charge, from the SEC's website (www.sec.gov). Requests for additional copies of the definitive proxy statement should be directed to the Company's Investor Relations Department, at +86-760-2813-8677 or via email at ir@mywind.com.cn. INVESTORS, SHAREHOLDERS AND ADS HOLDERS ARE URGED TO READ CAREFULLY AND IN THEIR ENTIRETY THESE MATERIALS AND OTHER MATERIALS FILED WITH OR FURNISHED TO THE SEC WHEN THEY BECOME AVAILABLE, AS THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE COMPANY, THE PROPOSED TRANSACTION AND RELATED MATTERS.
Going Private News
BEIJING, May 5, 2016 /PRNewswire / -- Zhaopin Limited (NYSE: ZPIN) ("Zhaopin" or the "Company"), a leading career platform in China focusing on connecting users with relevant job opportunities throughout their career lifecycle, today announced that its board of directors (the "Board") has received a preliminary non-binding proposal letter, dated May 5, 2016, from Mr. Evan Sheng Guo, director and chief executive officer of the Company, Mr. Ge Wang, vice president of the Company, Mr. Weigang Wang, vice president of the Company, Mr. Luyang Tang, vice president of the Company, Mr. Tianruo Pu, chief financial officer of the Company, and Sequoia China Investment Management LLP (together, the "Proposing Buyer Group"), proposing to acquire all outstanding ordinary shares in Zhaopin not owned by the Proposing Buyer Group for US$17.75 in cash per American depositary share, or US$8.875 per ordinary share of the Company, in a taking-private transaction (the "Transaction") . A link of the proposal letter is attached as Exhibit A to this press release.
According to the proposal letter, the Proposing Buyer Group intends to fund the consideration payable in the Transaction with a combination of equity and/or debt capital.
The Company expects that the Board will adopt various procedures and protocols designed to evaluate the proposal and safeguard the interest of the Company's shareholders that are unaffiliated with the Proposing Buyer Group.
The Board cautions the Company's shareholders and others considering trading in its securities that the Board just received the preliminary non-binding proposal letter from the Proposing Buyer Group and no decisions have been made with respect to the Company's response to the Transaction. There can be no assurance that any definitive offer will be made, that any agreement will be executed or that this or any other transaction will be approved or consummated. The Company does not undertake any obligation to provide any updates with respect to this or any other transaction, except as required under applicable law.
BEIJING, May 5, 2016 /PRNewswire / -- Mr. Evan Sheng Guo, director and chief executive officer of Zhaopin Limited (NYSE: ZPIN, "Zhaopin" or the "Company"), Mr. Ge Wang, vice president of the Company, Mr. Weigang Wang, vice president of the Company, Mr. Luyang Tang, vice president of the Company, Mr. Tianruo Pu, the chief financial officer of the Company, and Sequoia China Investment Management LLP jointly announced today that they have formed a consortium (the "Consortium") which has submitted to Zhaopin's board of directors a preliminary non-binding proposal (the "Proposal") to acquire all outstanding ordinary shares in Zhaopin not owned by the Consortium for US$17.75 in cash per American depositary share, or US$8.875 per ordinary share of the Company, in a taking-private transaction (the "Transaction").
The Consortium believes that the Proposal provides a very attractive opportunity to the Company's shareholders. The Proposal represents a premium of 12.17% to the volume-weighted average price during the last 30 trading days and a premium of 14.33% to the volume-weighted average price during the last 90 trading days.
The Consortium also believes privatization of the Company would allow the Company to invest heavily for the future and compete effectively in the fast changing China market without worrying about short-term gains.
The Consortium will form an acquisition company for the purpose of implementing the Transaction and intends to finance it with equity from its members and bank financing. The Proposal is subject to further negotiation of definitive agreements and the satisfaction of customary closing conditions.
Comments & Business Outlook
Second Quarter 2016 Financial Results
Total revenue increased 19.7% to RMB409.2 million (US$63.2 million), exceeding the upper end of the Company's revenue guidance by RMB9.2 million (US$1.4 million).
Non-GAAP basic and diluted net income per ADS was RMB1.22 (US$0.18) and RMB1.16 (US$0.18), respectively.
"Zhaopin delivered a record-setting quarter in terms of total revenue driven by strong growth in the number of unique customers2 which increased 21.0% to 329,449 compared to the same period last year," commented Mr. Evan Guo, Chief Executive Officer and Director of Zhaopin, "Our robust topline growth, which once again exceeded guidance, reflects Zhaopin's strong market position and validates our growth strategy."
"Aside from our strong financial results, we continue to effectively execute our strategic priorities. During the quarter, Zhaopin further strengthened its leadership position3 by increasing its market share of job seekers and employers. Particularly pleasing was the increase in number of small-and medium-sized enterprises ("SMEs") which are fueling growth in China's service sector."
"Consistent with our strategic objectives and previous guidance, we increased our investment in marketing, product and technological development, and took a disciplined approach in increasing our sales headcount. The short-term financial impact was a slightly decrease in non-GAAP net income compared to the preceding quarter. We are pleased with the results from our re-investment and are very confident that it will lead to an increase in shareholder value in the medium to long term."
"Some key highlights from our re-investment, new products and services across PC and mobile devices are paying off as SMEs increasingly migrate recruitment activity online. Our new initiatives such as Priority Listing and Recruitment Process Outsourcing ("RPO") have been gaining traction amongst employers. In addition, a growing number of interviews are now being conducted and scheduled through our platform using the Quick Feedback and Olive Branch services. We also started to generate revenue from Zhaopin virtual currency which our customers can use to refresh their job postings and purchase other products and services. As we continue our transition towards a transaction-based recruiting platform, the wide varieties of services we offer are creating new monetization opportunities for us while at the same time enhancing the user experience in ways that further differentiate us from our key competitors."
"I am pleased with the progress of our new product and technological initiatives. We are making good inroads as we execute our growth strategy and I am confident in our ability to deliver increasing value to our shareholders."
Going Private News
BEIJING, Feb. 1, 2016 /PRNewswire / -- Zhaopin Limited (ZPIN) ("Zhaopin" or the "Company"), a leading career platform in China focusing on connecting users with relevant job opportunities throughout their career lifecycle, today announced that it has appointed Mr. Peter Andrew Schloss as a new member to its board of directors (the "Board"). In addition, the Board has formed a special committee to consider the non-binding "going private" proposal that the Board received on January 19, 2016.
CFO Trail
BEIJING, Jan. 25, 2016 /PRNewswire / -- Zhaopin Limited (ZPIN) ("Zhaopin" or the "Company"), a leading career platform in China focusing on connecting users with relevant job opportunities throughout their career lifecycle, today announced the appointment of Mr. Robert Pu as the Chief Financial Officer of the Company ("CFO"), effective March 1, 2016. Mr. Robert Pu will replace Mr. James Jianmin Guo, who tendered his resignation as the CFO to pursue other career opportunities, effective February 29, 2016.
Mr. Evan Guo, Zhaopin's Director and Chief Executive Officer commented, "We are pleased to welcome Robert as our new CFO. We believe his extensive expertise in finance and global capital markets will greatly contribute to Zhaopin's development. On behalf of Zhaopin, I would like to thank James for his contribution and dedication to the Company over the past six years as CFO. We wish him all the best in his future endeavors."
Director Jason Lenga added on behalf of the Board, "We appreciate James' valuable contribution to Zhaopin's growth, his efforts to improve the Company's financial management capabilities, and especially his contribution to the Company's Initial Public Offering in 2014. We wish him every success for the next stage of his career."
Mr. Pu has about 20 years of finance, accounting, and management experience. He served as CFO and Board Director of UTStarcom Holdings Corp. (UTSI) from October 2012 to August 2014 and CFO of China Nuokang Bio-Pharmaceutical Inc., a former NASDAQ listed company, from September 2008 to June 2012. Prior to that, Mr. Pu held several finance and accounting positions in China and in the United States. Mr. Pu holds an MBA degree from Northwestern University's Kellogg School of Management and a Master of Science degree in accounting from the University of Illinois.
Going Private News
BEIJING, Jan. 19, 2016 /PRNewswire / -- Zhaopin Limited (ZPIN) ("Zhaopin" or the "Company"), a leading career platform in China focusing on connecting users with relevant job opportunities throughout their career lifecycle, today announced that its board of directors (the "Board") has received a preliminary non-binding proposal letter, dated January 19, 2016, from CDH V Management Company Limited and Shanghai Goliath Investment Management L.P. (together, the "Proposing Buyer Group"), proposing to acquire all outstanding ordinary shares in Zhaopin not owned by Zhaopin's controlling shareholder SEEK International Investments Pty Ltd for US$17.50 in cash per American depositary share ("ADS"), or US$8.75 per ordinary share of the Company, in a going private transaction (the "Transaction"). A copy of the proposal letter is attached as Exhibit A to this press release.
According to the proposal letter, the Proposing Buyer Group intends to fund the consideration payable in the Transaction with equity and/or debt capital.
The Board plans to evaluate the Transaction. The Board cautions the Company's shareholders and others considering trading in its securities that the Board just received the preliminary non-binding proposal letter from the Proposing Buyer Group and no decisions have been made with respect to the Company's response to the Transaction. There can be no assurance that any definitive offer will be made, that any agreement will be executed or that this or any other transaction will be approved or consummated. The Company does not undertake any obligation to provide any updates with respect to this or any other transaction, except as required under applicable law.
Comments & Business Outlook
First Quarter 2016 Financial Results
Total revenues increased 19.1% to RMB349.5 million (US$55.0 million), exceeding the upper end of the Company's revenue guidance by RMB5.5 million (US$0.9 million).
Non-GAAP basic and diluted net income per ADS were RMB1.40 (US$0.22) and RMB1.32 (US$0.20), respectively.
"We delivered a strong first quarter of both revenue growth, which once again exceeded guidance, and number of unique customers2 , which increased 21.4% to 321,654 compared to the same period last year," commented Mr. Evan Guo, Chief Executive Officer and Director of Zhaopin. "I believe this is a testament to the strength of our strategy and our ability to execute rapidly. We are focused on positioning Zhaopin as a full-scale career development platform. Our businesses' key growth drivers remain customer acquisition and investment in R&D to generate new products and services across PC and mobile platforms. We are increasing both the speed and the rate of our re-investment in sales, marketing, and R&D to expand market penetration among SMEs and lower-tier cities, enhance the user experience for job seekers at different stages of their career lifecycle and offer new tools to employers to create efficiencies in the recruitment process and increase success rates. "
"We believe that new products and technologies such as Priority Listing, Quick Feedback, and Zhaopin virtual currency will help us solidify our market leading position3 and further extend the gap between us and our competitors. Our high-end career development platform Highpin.cn grew strongly across all key metrics and is increasingly benefiting from the launch of Highpin Chat earlier this quarter. Leveraging our strategic foresight and knowledge and analysis of China's evolving job market trends, we have developed new and modern tools such as the National Employability Test which is designed to create a new standard for employers to assess newly-graduated candidates."
"Some regions in China are being significantly affected by structural economic changes which offer great opportunities for us to demonstrate the extent of our capabilities, strategic thinking and speed of execution. In October 2015, we opened an office in Dongguan, Guangdong Province to facilitate the expansion of our presence in the region. The new branch will leverage its strong marketing and branding capabilities to support our Suzhou call center's acquisition of new customers in the region and generate new revenue streams."
"I am confident in our ability to successfully execute our growth strategy in FY2016 and beyond."
Business Outlook
Based on current market conditions and the Company's current operations, total estimated revenues for the second quarter fiscal year 2016 are expected to be in the range of RMB390 million (US$61.4 million) to RMB400 million (US$62.9 million), representing a 14%-17% increase from the same period last year. This represents management's current, preliminary view, which is subject to change.
Comments & Business Outlook
BEIJING, Aug. 27, 2015 /PRNewswire / -- Zhaopin Limited (ZPIN) ("Zhaopin" or the "Company"), a leading career platform in China, today announced that it has launched Highpin Chat, a PC-based real-time text chatting function for its high-end recruitment platform Highpin.cn.
Highpin Chat is expected to significantly enhance the user experience by streamlining communication between job seekers, headhunters and employers. This in turn will further increase the efficiency of recruitment on Highpin.cn. Headhunters and employers will be able to directly communicate with job seekers through the new chat function, allowing them to effectively evaluate job applicants and efficiently recommend suitable positions to job seekers. Job seekers will also be able to inquire directly with headhunters and employers about certain positions and track the progress of their job applications in real-time.
"Highpin.cn is an important part of our strategy to build the leading career development platform that caters to the needs of job seekers throughout their entire career lifecycle," commented Mr. Evan Guo, Chief Executive Officer and Director of Zhaopin. Highpin.cn has been a great success so far, with substantial growth and a solid performance. Highpin Chat will increase interactions among job seekers, headhunters and employers. Highpin's chat functionality is highly complementary to the Highpin.cn platform which facilities all the stages required in the recruitment process as it enables recruiters to send job invitations to job seekers, allows job seekers to accept or reject the invitations, holds real-time communication and more importantly, allows recruiters and job seekers to post reviews on each other upon completion of the recruitment process."
"We believe the launch of Highpin.cn's chat function will not only improve recruitment efficiency for employers to enjoy more precise matching, but will also better serve the needs of high-end job seekers in China. Zhaopin looks forward to investing in similar products and technologies that will further strengthen our core products as well as innovating new ones which will both expand our market leading position."
Comments & Business Outlook
Fourth Quarter 2015 Financial Results
Total revenues increased 18.9% to RMB337.1 million (US$54.4 million), exceeding the upper end of the Company's revenue guidance by RMB7.1 million (US$1.1 million).
Non-GAAP basic and diluted net income per ADS were RMB1.40 (US$0.22) and RMB1.32 (US$0.22), respectively.
"We are pleased to close out the year with strong financial and operating results as we continue our track record of exceeding quarterly revenue guidance. Zhaopin is China's leading career platform[ 3] based on the number of job seekers and unique customers," commented Mr. Evan Guo, Chief Executive Officer and Director of Zhaopin. "During FY15, Zhaopin executed on its growth strategy and achieved a number of key objectives. A key driver of Zhaopin's growth has been our ability to expand our customer penetration, particularly amongst China's large and growing small-and medium-sized enterprise ("SME") market. Zhaopin served 315,358 unique customers[ 4]
"I am very optimistic about Zhaopin's future. Given Zhaopin's strong growth momentum, it makes strategic and financial sense to increase the rate of re-investment in sales and marketing, as well as product and technology development to strengthen our leadership position and also increase the pace of our expansion into adjacent career-related services. We expect to focus our re-investment on sales and marketing and product and technology development to both strengthen our employment marketplace leadership and strategically expand our other career-related services. The expectation is that the financial returns from increased re-investment will drive strong earnings growth in the medium-term. We will also explore merger and acquisition opportunities, given our strong balance sheet. It is pleasing to conclude FY15 with a strong set of financial and operational results and I am excited and confident about the year ahead."
Business Outlook
Based on current market conditions and the Company's current operations, total estimated revenues for the first quarter fiscal year 2016 are expected to be in the range of RMB332 million (US$53.6 million) to RMB344 million (US$55.5 million), representing a 13%-17% increase from the same period last year. This represents management's current, preliminary view, which is subject to change.
Comments & Business Outlook
Third Quarter 2015 Financial Results
Total revenues increased 18.1% to RMB317.5 million (US$51.2 million), exceeding the upper end of the Company's revenue guidance by RMB2.5 million (US$0.4 million).
Non-GAAP basic and diluted net income per ADS were RMB1.22 (US$0.20) and RMB1.14 (US$0.18), respectively.
"Zhaopin had another strong quarter of solid operational and financial growth as we again exceeded the upper end of our revenue guidance," commented Mr. Evan Guo, Chief Executive Officer and Director of Zhaopin. "Our expansion strategy continues to deliver strong results as we further penetrate into China's vast small-and medium-sized enterprise ("SME") market by serving 291,563 unique customers[3] [4]
"Our strong market position allows us to generate significant cash flows and deploy it throughout our business in areas where we expect to see the highest rates of return. We launched a number of new products during the past quarter, including 'Quick Feedback' and 'Easy Hire,' which have broadened our mobile service offerings and enhanced the user experience by streamlining the recruitment process for both job seekers and employers. Highpin, Zhaopin's high-end online recruitment platform, also continues to grow rapidly as new functionalities were added and demand for experienced white collar workers in China increases. The expanding suite of products has also enabled us to better meet the needs of employers by cross and up-selling of our growing portfolio of service offerings. We are confident in our ability to deliver more value to employers and job seekers as we look forward to closing out our fiscal year with another strong quarter."
Business Outlook
Based on current market conditions and the Company's current operations, total estimated revenues for the fourth quarter fiscal year 2015 are expected to be in the range of RMB320 million (US$51.6 million) to RMB330 million (US$53.2 million) , representing a 13.0%-16.0% increase from the same period last year. This represents management's current, preliminary view, which is subject to change.
Comments & Business Outlook
BEIJING, March 16, 2015 /PRNewswire / -- Zhaopin Limited (ZPIN) ("Zhaopin" or the "Company"), a leading career platform in China, today announced that it has strengthened its mobile services and enhanced the user experience with the launch of its 'Quick Feedback' and 'Easy Hire' products.
Quick Feedback is a multi-channel PC and mobile-based product that allows employers to provide instant feedback to job applicants once the application has been submitted. Job seekers, who can use PC, Zhaopin's mobile app or Tencent's WeChat, will instantly be notified if the employer is interested in interviewing them and are guaranteed a decision from the employer within a seven-day period. Quick Feedback allows Zhaopin to utilize its big data analysis capabilities to improve its overall services and user experience by monitoring each step of the recruitment process. Since its launch in early February 2015, Quick Feedback has been used by over 300,000 mobile-based job seekers who are receiving over 2 million Quick Feedback instant messages daily from prospective employers. The number of daily subscribers following Zhaopin's official account on Wechat has increased over 20 times since its launch, demonstrating the traction Quick Feedback is having with mobile users.
Easy Hire is a mobile-based product that provides employers with a user-friendly platform to track applications to their job postings and offer quick feedback through WeChat anytime anywhere. Since its launch in early February 2015, Easy Hire has been used by over 10,000 HR personnel through mobile devices.
"Quick Feedback and Easy Hire are two new innovative products which we are confident will help us in further expanding our market share amongst small-and-medium sized enterprises," commented Mr. Evan Guo, Chief Executive Officer and Director of Zhaopin. "These two user-friendly products will further broaden our mobile service offerings and allow us to better meet the needs of our customers by enhancing the user experience and making the recruitment process more efficient and streamlined for both job seekers and employers. We will continue to leverage and invest in the opportunities that emerge from our mobile strategy."
Comments & Business Outlook
Second Quarter 2015 Financial Results
Total revenues increased 18.7% to RMB341.8 million (US$55.1 million), exceeding the upper end of the Company's revenue guidance by RMB 6.8 million (US$ 1.1 million).
Non-GAAP basic and diluted net income per ADS were RMB1.32 (US$0.22) and RMB1.22 (US$0.20), respectively, compared to non-GAAP basic and diluted net income per ADS attributable to ordinary shareholders of RMB1.06 and RMB0.94, respectively, for the same period of last fiscal year.
"I am pleased to report another strong quarter of both financial and operational growth in which we again exceeded the upper end of our revenue guidance," commented Mr. Evan Guo, Chief Executive Officer and Director of Zhaopin. "Our focus on expanding market share amongst small-and-medium sized enterprises in both existing and new geographies was a key driver of growth during a quarter in which we served 272,281 unique customers[2], a 29.5% increase from the same period last year."
"As China's leading career platform in terms of jobseeker traffic[3], we have always distinguished ourselves by focusing on engaging the largest number of jobseekers on our platform at various stages of their career lifecycle. We are pleased with the progress we have made this year in expanding the scale of our platform, enhancing our brand recognition and broadening our service offerings with products such as www.highpin.cn, Zhaopin's high-end online recruitment platform. We believe that we are better meeting the needs of our customers and when combined with Zhaopin's leadership in jobseeker metrics, this is leading to strong growth in the number of unique customers served and improvements in customer retention. When combined with our growing profits, Zhaopin's strong balance sheet position and increasing operating efficiency allow us to carefully assess merger and acquisition opportunities as we re-invest in expanding our business eco-system. I am confident in our ability to further penetrate into lower-tier cities, improve the user experience and leverage the opportunities that emerge from our mobile strategy as we work to strengthen our leadership position and generate sustainable returns for our shareholders
Business Outlook
Based on current market conditions and the Company's current operations, total revenues for the third quarter of fiscal year 2015 are expected to be in the range of RMB305 million (US$49.2 million) to RMB315 million (US$50.8 million), representing a 13.5%-17.0% increase from the same period last year. This represents management's current, preliminary view, which is subject to change.
Comments & Business Outlook
Fourth Quarter 2014 Unaudited Financial Results
Total revenues increased 18.1% to RMB283.6 million (US$45.7 million)
Non-GAAP basic and diluted net income per ADS for Q4 FY14 were RMB1.40 (US$0.22) and RMB1.26(US$0.20), respectively, compared with non-GAAP basic and diluted net income per ADS of RMB1.00 andRMB0.86 respectively for Q4 FY13.
"We are pleased to report record top and bottom line results in our first earnings results as a public company," commented Mr.Evan Guo, Chief Executive Officer and Director of Zhaopin. "During fiscal year 2014, our business grew at a much faster pace than in previous years as we continue to successfully execute our strategy. These strong results were driven by three key factors. Firstly, the number of unique customers[4] we served during the quarter increased 30.3% to 244,437[5], thanks in part to our focus on the expansion of small-and medium sized enterprise ("SME") customers located in existing and new geographies. Secondly, as we continue to execute our city strategy, our market share in key markets continues to grow rapidly. The recent purchase of CJOL demonstrates the value that strategic investments such as this acquisition provide in helping us establish a leadership position inShenzhenand southernChina. Thirdly, our career services website remains the market leader in terms of job seeker traffic according to the latest data from iResearch."
"While we have established a clear leadership position in terms of jobseeker traffic, we plan to continue to invest in order to achieve our vision of becoming a leading career platform in China that connects the largest number of users with career opportunities throughout their career lifecycle. To achieve our vision, our strategic and operational focus will be to continue to develop new services and product offerings, expand into new geographies and invest both organically and via the acquisition of complementary businesses to grow our market share of jobseekers and employers. I am confident in our ability to successfully execute this strategy as we work to increase shareholder value and build a long-term sustainable business."
Business Outlook
Based on current market conditions and the Company's current operations, total estimated revenues for the first quarter of fiscal year 2015 are expected to be in the range of RMB270 million (US$43.5 million) to RMB280 million (US$45.1 million). This represents management's current, preliminary view, which is subject to change.
