6-K 1 d757445d6k.htm FORM 6-K Form 6-K

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 6-K

 

 

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16

OF THE SECURITIES EXCHANGE ACT OF 1934

For the month of September 2019

Commission File Number: 000-38511

 

 

SOHU.COM LIMITED

(Exact name of registrant as specified in its charter)

 

 

Level 18, Sohu.com Media Plaza

Block 3, No. 2 Kexueyuan South Road, Haidian District

Beijing 100190, People’s Republic of China

+86-10-6272-6666

(Address of principal executive office)

 

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F  ☒                 Form 40-F  ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):  ☐    No  ☒

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):  ☐    No  ☒

 

 

 


Press Release

On September 9,2019, the registrant announced that the registrant has submitted to the board of directors of its majority-owned subsidiary Changyou.com Limited (NASDAQ:CYOU) (“Changyou”) a preliminary non-binding proposal to acquire all of the outstanding Class A ordinary shares of Changyou, including Class A ordinary shares represented by American Depositary Shares (“ADSs”), that are not already owned by the registrant for a purchase price of US$5.00 per Class A ordinary share, or US$10.00 per ADS, in cash in a “going-private” transaction. Copies of the registrant’s preliminary non-binding proposal and of the press release issued by the registrant regarding the proposal are submitted herewith as Exhibits 99.1 and 99.2 and are incorporated herein by reference.

Safe Harbor Statement

This report on Form 6-K may contain forward-looking statements. Statements that are not historical facts, including statements about the registrant’s beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties. The registrant cautions you that a number of important factors could cause actual results to differ materially from those contained in any forward-looking statement. There can be no assurance that the registrant will make any definitive offer to Changyou, that any definitive agreement relating to the registrant’s proposal will be entered into between the registrant and Changyou, or that a transaction based on the registrant’s proposal or any other similar transaction will be approved or consummated.

Exhibits.

 

99.1    Preliminary Non-Binding Proposal dated September 9, 2019
99.2    Press Release issued by the registrant on September 9, 2019


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Sohu.com Limited
By:  

/s/ Joanna Lv

Name:   Joanna Lv
Title:   Chief Financial Officer

Date: September 9, 2019