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Sohu To Acquire Remaining Stake In Changyou In All Cash Deal

Chinese online media and gaming business Sohu.com Limited (SOHU) said it entered into a definitive agreement to acquire all shares of majority-owned unit Changyou.com (CYOU) that it does not already own in an all-cash transaction. The implying equity value of Changyou shares in the deal is about $579.0 million.

The companies said the deal is a 'going-private' transaction.

The merger is currently expected to close in the second quarter of 2020. If completed, the merger will result in Changyou becoming a privately-owned company, wholly owned directly and indirectly by Sohu.

At the effective time of the merger, Changyou shares will be cancelled and cease to exist, in exchange for the right to receive $5.40 in cash per share without interest. Each outstanding American depositary share will be cancelled in exchange for the right to receive $10.80 in cash without interest.

The merger consideration represents a premium of 82.4 percent to the closing price of the Changyou's ADSs on September 6, 2019, the last trading day prior to the company's announcement of its receipt of the "going-private" proposal.

Sohu, which owns over 90 percent of the voting power, intends to fund the merger primarily with debt financing.

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