GUANGZHOU, China—7 Days Group Holdings Limited announced that its board of directors has received a proposal letter dated September 26, 2012 from certain existing shareholders of the Company, including Mr. Boquan He, Mr. Nanyan Zheng and their respective affiliates, and joint sponsors, including the Carlyle Group and Sequoia Capital China and their respective affiliates (collectively, the “Consortium Members”), to acquire all of the outstanding shares of the Company not currently owned by the existing shareholders in a going private transaction (the “Transaction”) for US$4.2333 per ordinary share of the Company and US$12.70 per American Depositary share (“ADS”, each ADS representing 3 ordinary shares of the Company), as the case may be, in cash, subject to certain conditions.
According to the proposal letter, the Consortium Members intend to form an acquisition vehicle for the purpose of implementing the Transaction, and the Transaction is intended to be financed with a combination of equity capital funded by the Consortium Members and third-party debt. A copy of the proposal letter is attached hereto as Exhibit A.
The Company expects that its board of directors will form a special committee consisting of independent directors (the “Independent Committee”) to consider this proposal. The Company also expects that the Independent Committee will retain a financial advisor and legal counsel to assist it in its work. The Company cautions its shareholders and others considering trading in its securities that the board just received the non-binding proposal and no decisions have been made with respect to the Company’s response to the proposal. 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.
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