BEIJING, April 12, 2021 /PRNewswire/ -- Pintec
Technology Holdings Limited (Nasdaq: PT) ("PINTEC" or the
"Company"), a leading independent technology platform enabling
financial services in China, today
announced that it has entered into an agreement to acquire all of
the equity interest in Shenzhen Jishengtai Technology Co.
Ltd ("JST"), a securities technology firm based in
Shenzhen, China. JST
internally designs and fully implements an end-to-end Broker
Supplied System (BSS) for automatic order matching and execution of
securities trading, which is the core backbone system of Riche
Bright Securities Limited ("RB"), a Hong
Kong securities brokerage firm that PINTEC recently
acquired.
In connection with the acquisition, PINTEC agreed to issue
certain non-voting ordinary shares (the "Consideration Shares") to
JST's original shareholders as the consideration for the sale of
JST's equity interest. The Consideration Shares will consist
of a fixed base of 38,098,200 shares and an additional maximum
of 45,098,200 shares, which is subject to downward adjustment based
on certain performance target on RB. The Consideration Shares
will be issued in reliance upon an exemption or exclusion from the
registration requirement under Section 5 of the Securities Act of
1933, as amended.
The transaction is subject to the completion of the requisite
corporate and other approvals and customary closing
conditions. There can be no assurance that the transaction
will be consummated in a timely manner, at all.
The combined digital platform and system of JST and RB positions
RB as a boutique brokerage by leveraging JST's advanced new
generation one-stop online securities system of various securities
including stock, stock options, debt instruments, and trusts for
trading, clearing, settlement, data information as well as
providing trading system services and support for other small and
medium sized brokerages. These services target corporate
clients across numerous industry segments, institutional investors,
and high net-worth individuals, who have demand for real-time
precision trading of high volume and frequency, sensitivity to
margin control and financial leverage, as well as stringent risk
management.
Mr. Steven Sim, Chief Financial Officer of PINTEC,
stated, "These acquisition of JST and RB will accelerate PINTEC's
plan in transforming our business by broadening our wealth
management services to include fully digitized securities
brokerage, which is more critical than ever in today's environment
as we see increasing appetite from corporate clients and investors
for full service online securities platform. Over the years,
PINTEC has always been data and technology driven, with primary
focus on serving corporate and financial partners, which coincides
with the success factors at JCT/RB as they service corporate
clients via their proprietary online securities trading
execution. This cloud-based technology platform is capable of
highly automated and highly secure infrastructure that drives all
of the end-to-end electronic broker-dealer trading related
function, which is a key attraction for us. We are confident
that the combined strengths of our innovative digital platform of
complementary services, continuity of B2B2C business model, and
talented technical teams, will expand our wealth management
offerings, deepen client relations, generate additional data and
traffic, enhance our overall earnings power while further diversify
revenue sources. From a financial perspective, we expect the
acquisition of JST and RB to be neutral to accretive to PINTEC's
non-GAAP earnings per share in the first full fiscal year after the
transaction closes."
About PINTEC
PINTEC is a leading independent technology platform enabling
financial services in China. By
connecting business and financial partners on its open platform,
PINTEC enables them to provide financial services to end users
efficiently and effectively. The Company offers its partners a full
suite of customized solutions, ranging from digital retail lending,
digital business lending, robotic process automation, to wealth
management and insurance products. Leveraging its scalable and
reliable technology infrastructure, PINTEC serves a wide range of
industry verticals covering online travel, e-commerce,
telecommunications, online education, SaaS platforms, financial
technology, internet search, and online classifieds and listings,
as well as various types of financial partners including banks,
brokers, insurance companies, investment funds and trusts, consumer
finance companies and other similar institutions. For more
information, please visit ir.pintec.com.
Safe Harbor Statement
This press release contains forward-looking statements within
the meaning of 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 "will," "expects," "is
expected to," "anticipates," "aim," "future," "intends," "plans,"
"believes," "are likely to," "estimates," "may," "should" and
similar expressions, and include, without limitation, quotations
from management and the Company's strategic and operational plans.
The Company may also make written or oral forward-looking
statements in its periodic reports to the U.S. Securities and
Exchange Commission, in its annual report to shareholders, in press
releases and other written materials and in oral statements made by
its officers, directors or employees to third parties. Such
statements are based upon management's current expectations and
current market and operating conditions, and relate to events that
involve known or unknown risks, uncertainties and other factors,
all of which are difficult to predict and many of which are beyond
the Company's control. Forward-looking statements involve inherent
risks, uncertainties and other factors that could cause actual
results to differ materially from those contained in any such
statements. Potential risks and uncertainties include, but not
limited to, the Company's limited operating history, regulatory
uncertainties relating to online consumer finance in China, the Company's reliance on Jimu Group
for a significant portion of its funding and the need to further
diversify its financial partners, the Company's
reliance on a limited number of business partners, the impact of
current or future PRC laws or regulations on wealth management
financial products, publicity regarding the consumer finance
industry and the evolving regulatory environment governing this
industry in China, and the
Company's ability to meet the standards necessary to maintain the
listing of its ADSs on the Nasdaq Global Market, including its
ability to cure any non-compliance with Nasdaq's continued listing
criteria. Further information regarding these and other risks,
uncertainties or factors 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 the Company does not undertake any obligation to
update any forward-looking statement as a result of new
information, future events or otherwise, except as required under
applicable law.
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SOURCE Pintec Technology Holdings Limited
