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BlueCity Announces Receipt of Updated Preliminaries


BEIJING, April 18, 2022 (GLOBE NEWSWIRE) — BlueCity Holdings Limited (“BlueCity” or the “Company”) (NASDAQ: BLCT), a leading online LGBTQ platform, today announced that its Board of directors (the “Board”) received a preliminary non-binding proposal letter dated April 18, 2022 (the “Proposal Letter”) from Mr. Baoli Ma (the “Founder”) and Metaclass Management ELP, a subsidiary of Spriver Tech Limited (“sponsor”, and together with the Founder, the “Buyers Group”), in connection with the proposed “stock transfer” transaction (the “Proposed Transaction”) in which the Buyers Group is offering to to acquire all of the outstanding common shares of the Company (the “Common Shares”), including the Class A Common Shares represented by the Company’s American Depository Shares (the “ADS”, each representing one Class A) that are not already beneficially owned by the buying group as part of a going private transaction. A copy of the proposal letter is attached hereto as Exhibit A.

The group of buyers was formed in connection with the proposed transaction originally set forth in the preliminary non-binding proposal letter submitted by the Founder and Spriver Tech Limited to the Company on January 2, 2022 (the “Initial Proposal”) and the letter update the original proposal to (i) inform the Board that Metaclass Management ELP, an affiliate of Spriver Tech Limited, is replacing Spriver Tech Limited as sponsor and (ii) reduce the proposed purchase price by 3, $70 per ordinary share or $1.85 per ADS in cash to $3.20 per Ordinary Share or $1.60 per ADS in cash.

As previously announced, the Board has formed a committee of three independent directors (the “Special Committee”) to assess the proposed transaction or any alternative strategic options that the Company may pursue. The Special Committee will continue to assess the proposed transaction in light of the latest developments.

The board advises shareholders of the company and others considering trading in the securities of the company that no decision has been made regarding the proposal letter and the proposed transaction. There can be no assurance that the buying group will make a final offer to the company, that a definitive offer letter agreement will be entered into between the company and the buying group, or that the proposed transaction or any other similar transaction will be approved or consummated. The Company undertakes no obligation to provide updates regarding this transaction or any other transaction, except as required by applicable law.

About BlueCity Holdings Limited

BlueCity (NASDAQ: BLCT) is a leading online LGBTQ community that provides a comprehensive suite of services to foster connections and improve the well-being of the LGBTQ community. The society meets the daily and lifelong needs of its members through a wide range of targeted and personalized services, including social media, live streaming and health-related services. By committing to providing a high-quality user experience, ensuring privacy, and promoting community health and well-being, BlueCity has won the hearts and minds of LGBTQ people across the world. Available in 13 languages, BlueCity’s Blued mobile app has connected more than 60 million registered users in approximately 170 countries and regions.

Forward-looking statements

This announcement contains forward-looking statements. These statements are made pursuant to the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. These forward-looking statements may be identified by words such as “may”, “will”, “expect”, ” anticipates”, “aims”, “estimates”, “intends”, “plans”, “believes”, “is/are likely to”, “potential”, “continues” and similar statements. Among other things, the business outlook and management quotes in this announcement, as well as BlueCity’s strategic and operating plans, contain forward-looking statements. BlueCity may also make written or oral forward-looking statements in its periodic reports to the United States 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. Statements that are not historical facts, including but not limited to statements about BlueCity’s beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including, but not limited to, the following: the Company’s objectives and strategies; the Company’s ability to retain and grow the number of users, paying members and advertisers, and expand its product and service offerings; the future business development, financial condition and results of operations of the Company; anticipated changes in the Company’s revenues, costs or expenses; the Company’s expectations regarding the use of proceeds from its IPO; competition in the Company’s industry and its popularity among the LGBTQ population; and relevant government policies and regulations relating to the Company’s industry; and the development and impacts of COVID-19. Further information regarding these and other risks, uncertainties or factors is included in the Company’s filings with the United States Securities and Exchange Commission. All information provided in this press release and in the attachment is current as of the date of the press release, and the Company assumes no obligation to update such information except as required by applicable law.

For more information please contact:

In China:

BlueCity Holdings Limited
Investor Relations
Phone: +86 10-5876-9662
Email: [email protected]

The Blueshirt Group
Ms Ally Wang
Phone: +86 139-0106-6802
Email: [email protected]

In the USA:

The Blueshirt Group
Ms Julia Qian
Phone: +1 973-619-3227
Email: [email protected]

Exhibit A

April 18, 2022

Board of Directors (the “Plank”)
BlueCity Holdings Limited (the “Company”)
Room 028, Tower B, Block 2
No. 22 Pingguo Shequ, Bai Zi Wan Road
Beijing 100022
people of the republic of china

Dear Board Members:

Reference is made to the non-binding preliminary proposal letter, dated January 2, 2022 (the “Original proposal“, and as amended and updated by this letter and as may be amended and updated from time to time, the”Proposal“), of Mr. Baoli Ma (the “Founder“) and Spriver Tech Limited to acquire all of the outstanding common shares of the Company (the “Ordinary actions”), including the Class A ordinary shares represented by the American Depositary Shares of the Company (the “ads“, each representing one share of Class A common stock) that are not already beneficially owned by the Buyer Group (as defined in the Initial Proposal) (the “Acquisition”) in the context of a private transaction.

The Founder and Metaclass Management ELP (“Sponsor», and with the Founder, the «group of buyers”, “we” or “we“”) submit this letter updating the original proposal to (i) inform you that Metaclass Management ELP, a subsidiary of Spriver Tech Limited, is replacing Spriver Tech Limited as sponsor and (ii) reduce the proposed purchase price for vesting from $3.70 per common share or $1.85 per ADS in cash to $3.20 per common share or $1.60 per ADS in cash.

Among other things, we considered the following factors when establishing the proposed purchase price:
(I) deterioration in macroeconomic and general market conditions and decline in share prices of major Chinese technology companies listed outside the PRC;
(ii) the tightening of regulatory policies in all sectors of the PRC, which is expected to have a significant impact on recruitment demand and the general market environment; and
(iii) continuing challenges to the PRC economy and businesses due to the continued impact of COVID-19.

You will find below the main terms of our proposal:

  1. Purchase price. We propose to acquire all of the Company’s outstanding common shares and ADSs not already beneficially owned by members of the buying group at a purchase price equal to US$3.20 per common share and 1 .60 USD per ADS. Our proposed purchase price represents a premium of approximately 19.21% to the volume-weighted average price of the ADSs over the last 20 trading days.
  2. About the sponsor. Metaclass Management ELP is an exempt limited partnership established under the laws of the Cayman Islands with a fund size of up to USD 100,000,000. Its general partner is Chizicheng Strategy Investment Limited and its limited partners are Spriver Tech Limited and Newborn Town Inc., which is listed on the Hong Kong Stock Exchange under stock code 09911.
  3. Other terms. Except as expressly stated above, the other key terms of our proposal as set out in the original proposal remain unchanged.

In closing, we would like to express our commitment to working together to complete this acquisition in a timely manner. We look forward to hearing from you.

* * * *

Baoli Ma
/s/Baoli Ma_________________________
Metaclass Management ELP
By: Chizicheng Strategy Investment Limited, its general partner
/s/ LIU CHUNHE ________________
Title: Director