SHANGHAI, April 15, 2016 /PRNewswire/ -- Taomee
Holdings Limited ("Taomee" or the "Company") (NYSE: TAOM), one
of the leading children's entertainment and media companies
in China, today announced that, at an extraordinary general
meeting held today, the Company's shareholders voted in favor of
the proposal to authorize and approve the previously announced
agreement and plan of merger dated December
11, 2015 (the "Merger Agreement"), by and among the Company,
Orient TM Parent Limited ("Parent") and Orient TM Merger 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.
Immediately following the consummation of the Merger
contemplated by the Merger Agreement, Parent will be beneficially
owned by: (i) an affiliate of Orient Ruide Capital Management
(Shanghai) Co., Ltd.; and (ii) Mr.
Benson Haibing Wang, the co-founder,
chief executive officer and a director of the Company, Mr. Roc
Yunpeng Cheng, the co-founder,
president and a director of the Company, and Mr. Jason Liqing Zeng, the chairman of the board of
directors of the Company.
Approximately 72.0% of the Company's total issued and
outstanding ordinary shares voted in person or by proxy at today's
extraordinary general meeting. Of these ordinary shares voted in
person or by proxy at the extraordinary general meeting,
approximately 99.9% voted in favor of the proposal to authorize and
approve the Merger Agreement, pursuant to which Merger Sub will be
merged with and into the Company with the Company continuing as the
surviving company and becoming a wholly owned subsidiary of Parent
(the "Merger"), the plan of merger and the transactions
contemplated thereby, including the Merger. A two-thirds majority
of the voting power represented by the ordinary shares of the
Company present and voting in person or by proxy at the
extraordinary general meeting was required for approving the
Merger.
The parties currently expect that the Merger will close as soon
as practicable, subject to the satisfaction or waiver of the
conditions set forth in the merger agreement. Upon completion of
the Merger, the Company will become a privately held company and
its American depositary shares, each representing twenty ordinary
shares of the Company, will no longer be listed on the New York
Stock Exchange.
About Taomee Holdings Limited
Taomee Holdings Limited ("Taomee" or "the Company") is
China's leading player in
children's entertainment and media. Its award winning content
offerings are both engaging and educational, endearing it to
children, as well as to parents and teachers. The Company was
founded in 2007 with the mission to bring joy and inspiration to
children. Its popular character franchises, including SEER and
MOLE'S WORLD, are distributed online via virtual worlds, web games,
and mobile applications, as well as through traditional media,
including animated box office films, TV series, books, and consumer
products, most notably toys and trading cards. Its online community
regularly achieves top search ranking in
mainland China, Hong Kong, and Taiwan.
Taomee has been consistently recognized for its leadership and
innovative contributions to the children's market, including
accolades from China's Ministry of Culture and
the China Animation Association.
For more information, please
visit: http://www.taomee.com/en_taomee.html
• Visit online virtual world communities at www.61.com
• Watch animations and films at http://v.61.com/
• Download mobile games and applications
at http://m.61.com/
• Share with other parents and caregivers
at http://mama.61.com/
Safe Harbor Statement
This press release contains forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of
1934, as amended, and as defined in the U.S. Private Securities
Litigation Reform Act of 1995. These forward-looking statements can
be identified by terminology such as "if," "will," "expected," and
similar statements. Forward-looking statements involve inherent
risks, uncertainties and assumptions. Risks, uncertainties and
assumptions include the possibility that various closing conditions
for the transaction may not be satisfied or waived; and other risks
and uncertainties discussed in documents filed with the SEC by the
Company, as well as the Schedule 13E-3 transaction statement and
the proxy statement filed by the Company. These forward-looking
statements reflect the Company's expectations as of the date of
this press release. You should not rely upon these forward-looking
statements as predictions of future events. The Company does not
undertake any obligation to update any forward-looking statement,
except as required under applicable law.
For more information, please contact:
Angela Wang
Taomee Holdings Limited
+86-21-6128-0056 Ext 8651
ir@taomee.com
To view the original version on PR Newswire,
visit:http://www.prnewswire.com/news-releases/taomee-announces-shareholder-approval-of-merger-agreement-300252080.html
SOURCE Taomee Holdings Limited