Ambow Announces Pricing of $6.0 Million Registered Direct Offering
Ambow Education Holding Ltd. (NYSE American: AMBO) announced a registered direct offering of approximately 1,507,538 ADSs at $3.98 per ADS, totaling around $6.0 million in gross proceeds. The offering will close by October 2, 2020, pending customary conditions. Investors will receive unregistered warrants for 603,016 ADSs, exercisable at $4.68 per ADS, with a forced conversion feature if the ADS trades above $9.36 for 20 consecutive days. Proceeds will be used for working capital.
- Expected gross proceeds of $6.0 million for working capital.
- Warrants provide potential for additional capital if exercised.
- Issuing new ADSs may dilute existing shareholder value.
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BEIJING, Oct. 1, 2020 /PRNewswire/ -- Ambow Education Holding Ltd. ("Ambow" or the "Company") (NYSE American: AMBO), a leading national provider of educational and career enhancement services in China, today announced that it has entered into definitive agreements with two institutional investors for the issuance of approximately 1,507,538 ADSs (representing 3,015,076 of Class A Ordinary Shares), at a purchase price of
FT Global Capital, Inc. is acting as the exclusive placement agent for the offering.
The warrants will have a term of three years, be exercisable immediately and have an exercise price of
The gross proceeds from the offering are expected to be approximately
The Company's Class A ordinary shares, Warrants and the Class A ordinary shares underlying the Warrants are being offered by Ambow in a registered direct offering pursuant to a "shelf" registration statement on Form F-3 (File No. 333- 231273) previously filed with the Securities and Exchange Commission (the "SEC") on May 8, 2019 and declared effective by the SEC on May 17, 2019. The Class A ordinary shares, Warrants and Class A ordinary shares underlying the Warrants may be offered only by means of a prospectus, including a prospectus supplement, forming a part of the effective registration statement. Once filed with the SEC, copies of the prospectus supplement and accompanying prospectus relating to the registered direct offering may be obtained, when available, on the SEC's website at http://www.sec.gov or by contacting Ambow Education Holding Ltd., 12th floor, Tower 1 Financial Street Chang'An Center, Shijingshan District, Beijing, China 100043, or via email at ir@ambow.com, or telephone at +86 10-6206-8060.
This press release shall not constitute an offer to sell, or a solicitation of an offer to buy, any of the securities described herein, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or jurisdiction.
About Ambow Education Holding Ltd.
Ambow Education Holding Ltd. is a leading national provider of educational and career enhancement services in China, offering high-quality, individualized services and products. With its extensive network of regional service hubs complemented by a dynamic proprietary learning platform and distributors, Ambow provides its services and products to students in 15 out of the 34 provinces and autonomous regions within China.
Follow us on Twitter: @Ambow_Education
Safe Harbor Statement
This announcement contains forward-looking statements. These statements are made under the "safe harbor" provisions of 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" and similar statements. Among other things, the outlook and quotations from management in this announcement, as well as Ambow's strategic and operational plans, contain forward-looking statements. Ambow may also make written or oral forward-looking statements in its reports filed or furnished to the U.S. Securities and Exchange Commission, in its annual reports to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statements, including but not limited to the following: the Company's goals and strategies, expansion plans, the expected growth of the content and application delivery services market, the Company's expectations regarding keeping and strengthening its relationships with its customers, and the general economic and business conditions in the regions where the Company provides its solutions and services. 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 as of the date of this press release, and Ambow undertakes no duty to update such information, except as required under applicable law.
For investor and media inquiries please contact:
Ambow Education Holding Ltd.
Tel: +86 10-6206-8000
The Piacente Group | Investor Relations
Tel: +1 212-481-2050 or +86 10-6508-0677
Email: ambow@tpg-ir.com
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SOURCE Ambow Education Holding Ltd.
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