GEE Enters into Agreement with Shareco of HNA Group to Make Major Investment in GEE and to Form a Joint Venture to Provide Inflight Entertainment and Connectivity Services in China
Joint venture would exclusively provide inflight connectivity hardware and entertainment services on HNA airlines, comprising over 320 aircraft today with the potential to grow to over 500 planes
Shareco plans to invest up to
Under terms of the contemplated transactions, GEE and Shareco would form a JV to provide IFEC and passenger monetization services to HNA airlines. GEE would sell its equipment, including its Airconnect antennas, network services and engineering and product support directly to the JV. The JV would be the exclusive provider of IFEC to HNA aircraft. This fleet comprises over 320 aircraft today and is expected to grow to over 500 aircraft in the future.
GEE currently operates live connectivity and television services in the Chinese IFEC market, and since 2013, GEE's Chinese growth program has included investment in a
Shareco is a
"The transaction would bring together two industry leaders to accelerate IFEC adoption and improve the passenger experience in
"We are investing in GEE based on its leadership in the mobility space and unique position of offering an integrated suite of connectivity and content products," said
investment and creation of the JV is planned to occur in two stages. First, Shareco has agreed to acquire newly issued common shares of GEE for
In connection with the second stage of the transactions, GEE and Shareco will negotiate binding documentation including an investment agreement providing for additional Shareco primary and secondary equity investments and a definitive JV agreement. Upon formation of the JV, Shareco
would purchase up to
GEE is expected to own up to 49% of the JV, and Shareco would
own the remainder. In connection with the formation of the JV, GEE would invest up to
GEE expects that the completion of Shareco's initial primary investment will occur during the first half of 2017, with the JV and second stage equity investments completed later in 2017.
BofA Merrill Lynch and Barclays are acting as financial advisors to GEE, and
Conference Call Webcast
Further details on the transaction will be discussed on today's GEE's earnings webcast at
ABOUT SHARECO (NEEQ: 837676)
Founded in August, 2012,
FORWARD LOOKING STATEMENTS
We make forward-looking statements in this release within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements relate to expectations or forecasts for future events and may be preceded by, followed by or include the words "may," "might," "will," "will likely result," "should," "estimate," "plan," "project," "forecast," "intend," "expect," "anticipate," "believe," "seek,"
"continue," "target" or similar expressions. These forward-looking statements are based on information available to us as of the date they were made, and involve a number of risks and uncertainties which may cause them to turn out to be wrong. Accordingly, forward-looking statements should not be relied upon as representing our views as of any subsequent date, and we do not undertake any obligation to update forward-looking statements to reflect events or circumstances after the date they were made, whether as a result of new information, future events or otherwise, except as may be required under applicable securities laws. As a result of a number of known and unknown risks and uncertainties, Shareco's expected initial primary equity investment, the negotiation of definitive documentation relating to Shareco's potential additional purchases of the Company's common stock and the
potential formation of a joint venture by the Company and Shareco may be materially different from those expressed or implied by these forward-looking statements. Some factors that could cause actual results to differ include: (i) the potential termination of the Shareco investment agreement in accordance with its terms or the inability to complete the initial equity investment by Shareco due to the failure to satisfy all conditions thereto; (ii) the failure to reach binding or definitive agreements between the parties regarding the additional investment in Company shares by Shareco and/or the potential formation of the joint venture; (iii) the impact of any changes to the terms of the additional investment in Company shares by Shareco and/or the joint venture agreed to during the negotiation of the related definitive agreements; (iv) the impact of any regulatory reviews regarding the
investments in Company shares by Shareco and/or the joint venture; (v) if definitive documentation with respect to the additional investment in Company shares by Shareco and/or the joint venture are entered into, the potential termination of such agreements in accordance with their terms or the inability to complete such transactions due to the failure to satisfy all conditions thereto; (vi) uncertainties as to the future operating and financial condition of the joint venture; (vii) difficulties or unanticipated expenses in connection with forming the joint venture; (viii) the Company's ability to manage and obtain the benefits of the activities of the joint venture; (ix) the risk that the joint venture does not perform as planned; (x) the risk that the potential transactions disrupt any of our current plans and operations, including the potential loss of any existing customer, supplier
or other vendor relationships in
NO EXISTENCE OF A TENDER OFFER
This press release is not a tender offer to purchase or a solicitation of acceptance of a tender offer. Any tender offer will be made only pursuant to the terms of any offer to purchase shares of GEE's common stock if and to the extent that the parties agree to a definitive agreement with respect to additional investments in GEE shares by Shareco that includes a potential tender offer to GEE stockholders. Any such tender offer, if and when made, will be made only in accordance with applicable law. In any jurisdiction where the laws require the tender offers to be made by a licensed broker or dealer, such tender offer, if and when made, will be deemed made on behalf of the purchaser, or one or more registered brokers or dealers under the laws of such jurisdiction.
Kevin TrosianSenior Vice President, Corporate Development and Investor Relations +1 310-740-8624 email@example.com firstname.lastname@example.org
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