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June 3, 2011 /PRNewswire/ -- Bireme Limited announced today that it has commenced a tender offer to purchase ordinary shares, par value
$0.01 per share ("Ordinary Shares"), of Acorn International, Inc. ("Acorn") (NYSE: ATV), and American Depositary Shares of Acorn ("ADSs"), each representing three Ordinary Shares, in an aggregate amount not to exceed 20,000,000 Ordinary Shares (taking into account both Ordinary Shares that are tendered and Ordinary Shares underlying ADSs that are tendered). The offer price is
$2.00 per Ordinary Share, which represents
$6.00 per ADS, in cash, without interest.
Bireme Limited is a
Cayman Islands company formed for the purpose of making the offer. The shareholders of Bireme Limited are
Ritsuko Hattori-Roche, the wife of
Robert W. Roche who is Acorn's co-founder and Chairman of the Board of Directors, and
Don Dongjie Yang, Acorn's co-founder, Chief Executive Officer and a member of the Board of Directors of Acorn. The purpose of the offer is to increase the ownership stakes in Acorn held by these two co-founders of Acorn and their immediate family members and entities that may be deemed related to them, in order to increase their influence over the strategic direction of Acorn. If the maximum number of Ordinary Shares being sought in the offer is tendered and purchased, based on the information contained in Acorn's Annual Report on Form 20-F filed with the U.S. Securities and Exchange Commission (the "SEC") on
April 27, 2011, and including certain options, the aggregate number of Ordinary Shares beneficially owned by (i) Mr. Roche and Mrs. Hattori-Roche and certain entities that may be deemed related to them and (ii) Mr. Yang and certain entities that may be deemed related to him, will increase from approximately 29.9% of the Ordinary Shares immediately prior to the offer to approximately 52% of the Ordinary Shares currently outstanding.
The tender offer is scheduled to expire at
New York City time, on
July 1, 2011, unless the tender offer is extended. The offer is subject to certain conditions which are set forth in the Offer to Purchase dated
June 3, 2011, and the related Letter of Transmittal for Ordinary Shares and Letter of Transmittal for American Depositary Shares. The tender offer is not conditioned upon a minimum number of Shares being tendered or Bireme obtaining financing.
MacKenzie Partners, Inc. is the Information Agent for the tender offer. Computershare Trust Company, N.A. is acting as Ordinary Shares Tender Agent and Citibank, N.A. is acting as American Depositary Share Tender Agent.