NQ Mobile Inc. (NYSE: NQ) has entered into a legally binding share purchase agreement with Dr. Vincent Wenyong Shi, the chairman and chief operating officer of the company, for the issuance and sale of up to a maximum of 96,000,000 Class A common shares of the company to Dr. Shi, the company said.
Pursuant to the SPA, Shi will subscribe for and purchase directly or through a special purpose vehicle beneficially owned and controlled by him with the participation of certain other management members, up to 96,000,000 Class A common shares of the company for a maximum aggregate consideration of approximately USD101 million in cash.
The purchase price of USD1.05 per share, which is equivalent to USD5.25 per ADS, represents an approximately 31.6 percent premium of the average closing trading price of NQ Mobile´s ADS for the last 30 trading days ended March 28, 2016, or an approximately 10.5 percent premium of the closing trading price of NQ Mobile´s ADS on March 28, 2016, the last trading day before the signing of the SPA.
All the shares acquired in the Transaction will be subject to a contractual lock-up restriction for 180 days after the closing. The closing is expected to take place within 12 months of the date of the SPA upon satisfaction of the closing conditions contained in the SPA, including the consummation of the FL Mobile Divestment pursuant to the binding framework agreement announced on August 26, 2015 between the company and Beijing Jinxin Rongda Investment Management Co. Ltd., a subsidiary of Tsinghua Holdings Co. Ltd., or equivalent arrangements approved by the board of directors of the company. The proposed Transaction has been approved by the company´s board of directors and independent audit committee.
NQ Mobile provides mobile internet services. NQ Mobile´s portfolio of offerings includes mobile game publishing platforms, mobile advertising platforms, mobile entertainment applications and platforms, mobile security and productivity applications and other mobile applications.