BEIJING, May 6, 2011 /PRNewswire-Asia/ -- Youku.com Inc. (NYSE: YOKU) today announced it intends to file a registration statement with the United States Securities and Exchange Commission (the "SEC") on or about May 5, 2011 (U.S. Eastern Time) relating to a proposed offering of its American depositary shares ("ADSs") by Youku and certain of its pre-IPO investors. The amount and timing of the proposed offering are subject to market conditions and other factors.
The majority of the offering will likely be primary shares to be issued by Youku with the rest being secondary shares to be sold by certain pre-IPO investors. The purpose of the offering is to provide additional capital to Youku for investments in technology, infrastructure and product development efforts, video content acquisition, expansion of sales and marketing efforts, and general corporate purposes, including working capital needs and potential strategic acquisitions or investments. The offering will also provide for greater liquidity of the ADSs in the market by increasing the public float as well as providing an opportunity for certain pre-IPO investors to obtain liquidity on part of their holdings in Youku in an organized fashion. Youku will not receive any proceeds from the sale of the ADSs by the selling shareholders. The number of ADSs to be issued and sold by Youku and the selling shareholders will be determined at an appropriate later date and will be reflected in an amendment to the registration statement to be filed with the SEC. Each ADS represents 18 of Youku's Class A ordinary shares.
A registration statement relating to these securities has not been filed with the SEC and, if filed, will not immediately become effective. The ADSs may not be sold, nor may offers to buy be accepted, prior to the time the registration statement relating to the proposed offering becomes effective.
This press release shall not constitute an offer to sell, or a solicitation of an offer to buy, the securities described herein, nor shall there be any offer, solicitation or sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
Safe Harbor Statement
This announcement contains forward-looking statements. These statements are made under the "safe harbor" provisions of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements can be identified by terminology such as "will," "expects," "anticipates," "future," "intends," "plans," "believes," "estimates" and similar statements. Youku may also make written or oral forward-looking statements in its filings with the SEC, 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 statements about Youku'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: our goals and strategies; our future business development, financial condition and results of operations; the expected growth of the online video market in China; our expectations regarding demand for and market acceptance of our services; our expectations regarding the retention and strengthening of our relationships with key advertisers and customers; our plans to enhance user experience, infrastructure and service offerings; competition in our industry in China; and relevant government policies and regulations relating to our industry. Further information regarding these and other risks is included in our registration statement on Form F-1 to be filed with the SEC, as amended from time to time. All information provided in this press release and in the attachments is as of the date of this press release, and Youku does not undertake any obligation to update any forward-looking statement, except as required under applicable law.
