软银牵头财团收购优步逾17%股份

A SoftBank-led consortium has reached an agreement to buy more than 17 per cent of Uber for about $9bn, after shareholders elected on Thursday to sell their shares to the Japanese conglomerate at a discounted price.

一个由软银(SoftBank)牵头的财团就以约90亿美元收购优步(Uber)逾17%的股份达成了协议。此前，优步股东们在周四决定以折让价格将所持股份出售给这家日本企业集团。

The shareholders’ decision marks the clearing of the final hurdle in a complex deal whose success is critical to Uber’s efforts to turn over a new leaf.

优步股东的决定标志着一项复杂交易的最终障碍被清除，该交易成功达成对于优步掀开公司新篇章的努力至关重要。

The SoftBank deal also represents a major victory for Uber’s new chief executive, Dara Khosrowshahi, and will trigger sweeping governance changes that cement his control over the troubled company.

与软银达成的上述交易还意味着优步新任首席执行官达拉•霍斯劳沙希(Dara Khosrowshahi)的重大胜利，并将引发全面治理变革，巩固他对这家陷入困境的公司的控制权。

Rajeev Misra, SoftBank chief executive, said the deal would close in January, now that an agreement with shareholders had been reached. “We have tremendous confidence in Uber’s leadership and employees and are excited to support Uber as it continues to reinvent how people and goods are transported around the world,” he said.

软银首席执行官拉吉夫•米斯拉(Rajeev Misra)表示，交易将于明年1月完成，目前已经与优步的股东们达成了协议。他说：“我们对优步的领导层和员工有极大的信心，并且为可以在优步继续重塑世界各地人员出行和商品运输方式的道路上支持优步感到兴奋。”

Under the terms of the deal, SoftBank will pay about $7.7bn for 15 per cent of Uber’s shares, by purchasing a combination of new and existing shares. The Japanese investment group will also appoint directors to two new seats on Uber’s board.

根据交易条款，软银将斥资77亿美元通过收购新发行和现有的股票获得优步15%的股份。这家日本投资集团还将为优步董事会新增的两个席位任命两名董事。

The other members of the consortium, which includes Dragoneer, Tencent, TPG and Sequoia, will together invest roughly $1bn and own about 2.5 per cent of Uber shares. The consortium will own about 17.5 per cent of Uber at closing.

包括Dragoneer、腾讯(Tencent)、TPG、红杉资本(Sequoia)在内的财团其他成员，将共同投资约10亿美元，获得优步约2.5%的股份。交易完成后，该财团共计将持有优步约17.5%的股份。

The completion of the tender offer represents the final step in months of negotiations that have often been fractious and at times pitted certain Uber shareholders against others. It is the biggest investment deal ever in a car-booking company.

上述要约收购的达成代表着持续数月的谈判走完最后一步，此前的谈判经常不欢而散，不时导致优步某些股东相互掐架。这一交易是叫车公司有史以来获得的规模最大的一笔投资。

Uber said: “We look forward to working with the purchasers to close the overall transaction, which we expect to support our technology investments, fuel our growth, and strengthen our corporate governance.”

优步表示：“我们期待与收购方一起完成整个交易，并预期此交易能够支持我们的技术投资、推动我们的增长并改善我们的公司治理。”

The governance changes will reduce the influence of Uber’s early investors and founders, including former chief executive Travis Kalanick.

此轮公司治理变革将淡化包括前首席执行官特拉维斯•卡兰尼克(Travis Kalanick)在内的优步早期投资者和创始人的影响。

As well, all super-voting rights will be removed, and Uber’s board will be expanded to 17 seats, including the two new seats for SoftBank. These changes are seen as essential to the agenda of Mr Khosrowshahi, who has been trying to put Uber on a path to initial public offering by October 2019.

此外，所有的超级投票权都将废除，优步董事会将扩大至17席，包括给软银的两个新席位。这些变革被视为霍斯劳沙希议程的关键，后者一直努力推动如下计划：让优步在2019年10月底之前首次公开发行(IPO)。

The investment by the SoftBank-led consortium is comprised of two tranches. The consortium will buy about $1.25bn of new Uber shares at the same price as the company’s most recent fundraising round, which valued it at $70bn.

软银牵头财团的投资由两部分构成。该财团将以与优步最新一轮融资(对其估值为700亿美元)相同的价格收购约12.5亿美元的优步新发行股票。

The group will also buy a second, larger tranche of discounted shares from Uber’s existing shareholders, at price of $32.93 per share, which is a 30 per cent discount to Uber’s previous fundraising.

该财团还将以每股32.93美元的价格，从优步现有股东手中收购另一笔规模更大的折扣股票——较优步此前的融资估值折让30%。

The deal is able to move forward now that enough shareholders have elected to sell their shares to SoftBank following Thursday’s deadline. About 15 per cent of Uber’s shares will change hands in the tender offer, which was oversubscribed, said people familiar with the process.

因有足够多的股东在周四的最后期限前决定将所持股份出售给软银，这笔交易如今才得以推进。知情人士表示，优步约15%的股份将在此次获超额响应的要约收购中转手。

While Softbank’s offer price was initially derided as low, recent crises at the company convinced many shareholders that it may be better to cash in on their gains, rather than wait for the expected IPO.

虽然软银的出价最初被嘲讽过低，但优步近来发生的种种危机让许多股东相信，或许将收益套现比等待预期中的IPO更好。

The latest setbacks include a ruling against Uber at the European Court of Justice, which declared that the car-booking company must be regulated as a transport company by EU countries.

优步最近遭遇的挫折包括欧洲法院(European Court of Justice)作出的一项不利裁决，该裁定宣布这家叫车公司必须作为一家运输公司接受欧盟各国监管。

In November, the company also disclosed mounting losses, which reached $1.5bn during the third quarter, as well as a massive data breach in 2016 that was covered up for more than a year.

今年11月，优步还披露了巨幅亏损，第三季度亏损达到15亿美元。2016年，优步还出现过一次大规模数据泄露事件，且事件被掩盖了一年多。

As Mr Khosrowshahi has dealt with these and other challenges, he had also faced looming competition from Lyft in the US, and Didi and Ola overseas, which have both been backed by SoftBank.

在处理所有这些挑战的同时，霍斯劳沙希在美国还要应对Lyft的竞争、在海外要应对滴滴(Didi)和Ola的竞争，后两者都得到了软银的投资。

For Uber, having SoftBank as a cornerstone investor will represent an important stamp of approval from an investment group that has pumped a lot of money into Uber’s rivals over the years.

软银成为优步的基石投资者，代表着优步获得了一家多年来向优步竞争对手投入大量资金的投资集团实实在在的重要认可。