SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
REPORT OF FOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR 15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of September 2017
Commission File Number: 001-35126
21Vianet Group, Inc.
M5, 1 Jiuxianqiao East Road,
The Peoples Republic of China
(86 10) 8456 2121
(Address, including zip code, and telephone number, including area code, of Registrants principal executive offices)
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): ☐
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): ☐
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, thereunto duly authorized.
|21Vianet Group, Inc.|
|Title:||Chief Financial Officer|
Date: September 27, 2017
Exhibit 99.1 Press Release
21Vianet Announces Completion of Divesture of
Two Business Units
BEIJING, September 27, 2017 (GLOBE NEWSWIRE) 21Vianet Group, Inc. (Nasdaq: VNET) (21Vianet or the Company), a leading carrier-neutral Internet data center services provider in China, today announced that the Company has completed divesting two business units within its Managed Network Services (MNS) business.
Prior to completion of this transaction, the Companys MNS business included content delivery network (CDN) services, hosting area network services, route optimization and last-mile broadband businesses.
For its CDN, hosting area network services and route optimization businesses, 21Vianet transferred 66.67% of the equity interest in each of its six (6) wholly-owned companies engaged in the CDN, hosting area network services and route optimization businesses (collectively, the WiFire Entities), for a nominal consideration of RMB 1 for each of the WiFire Entities, to Beijing TUS Yuanchuang Technology Development Co., Ltd. (TUS), a company wholly owned by Tus-Holdings Co., Ltd. (Tus-Holdings). Tus-Holdings currently holds more than 50% of the Companys voting power through its affiliated investment vehicle and is a controlling shareholder of the Company. Following completion of the transfer, TUS holds 66.67% and 21Vianet holds 33.33% equity interest in each of the WiFire Entities.
For its last-mile broadband business, 21Vianet transferred 2 shares in Sichuan Aipu Network Co., Ltd. (Aipu) to Jian Li, Co-CEO and a director of Aipu, for a nominal consideration of RMB 1. Immediately prior to the transfer, 21Vianet held 50% equity interest plus 1 share in Aipu. Following completion of the transfer, 21Vianet holds 50% equity interest minus 1 share in Aipu. 21Vianet is also in the process of identifying potential investors to acquire the remaining 50% equity interest minus 1 share in Aipu.
In recent years, all of the Companys MNS businesses have faced increasing competition, and as a result, are currently loss-making. Duff and Phelps, LLC, an independent financial advisor to the Companys Audit Committee, delivered a fairness opinion to the Companys Audit Committee to confirm that the nominal consideration to be received by the Company is fair from a financial perspective.
We are pleased to announce the agreements today to sell parts of our Managed Network Services businesses, said Steve Zhang, Chief Executive Officer of the Company. With the completion of this divestiture, 21Vianet will be able to focus more on expanding our core IDC business and capturing the growing demand in this market.
Following the completion of this transaction, we expect to incur a material one-time noncash impairment in the third quarter of 2017, which will include assets such as goodwill, intangibles, and long-term investments, said Terry Wang, Chief Financial Officer of the Company. However, going forward, we expect that our core IDC business will continue its strong growth and our cash flows and EBITDA will see improvements.
This transaction has received approval from both of the Companys Audit Committee and board of directors.
Duff and Phelps, LLC is acting as independent financial advisor to the Companys Audit Committee. Skadden, Arps, Slate, Meagher & Flom LLP is acting as legal counsel to the Companys Audit Committee.
21Vianet Group, Inc. is a leading carrier-neutral Internet data center services provider in China. 21Vianet provides hosting and related services, managed network services, cloud services, content delivery network services, last-mile wired broadband services and business VPN services, improving the reliability, security and speed of its customers Internet infrastructure. Customers may locate their servers and networking equipment in 21Vianets data centers and connect to Chinas Internet backbone through 21Vianets extensive fiber optic network. In addition, 21Vianets proprietary smart routing technology enables customers data to be delivered across the Internet in a faster and more reliable manner. 21Vianet operates in more than 30 cities throughout China, servicing a diversified and loyal base of more than 4,000 hosting enterprise customers that span numerous industries ranging from Internet companies to government entities and blue-chip enterprises to small- to mid-sized enterprises.
Safe Harbor Statement
This announcement contains forward-looking statements. These forward-looking statements are made under the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. These statements can be identified by terminology such as will, expects, anticipates, future, intends, plans, believes, estimates and similar statements. Among other things, quotations from management in this announcement as well as 21Vianets strategic and operational plans contain forward-looking statements. 21Vianet may also make written or oral forward-looking statements in its reports filed with, or furnished to, the U.S. Securities and Exchange Commission, in its annual reports 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 21Vianets 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: 21Vianets goals and strategies; 21Vianets expansion plans; the expected growth of the data center services market; expectations regarding demand for, and market acceptance of, 21Vianets services; 21Vianets expectations regarding keeping and strengthening its relationships with customers; 21Vianets plans to invest in research and development to enhance its solution and service offerings; and general economic and business conditions in the regions where 21Vianet provides solutions and services. Further information regarding these and other risks is included in 21Vianets reports filed with, or furnished to, the Securities and Exchange Commission. All information provided in this press release and in the attachments is as of the date of this press release, and 21Vianet undertakes no duty to update such information, except as required under applicable law.
CONTACT: Investor Relations Contact:
+86 10 8456 2121
+1 (646) 405-4922