SEA LTD IPO Filings,Withdrawn,Pricings, Calendar, Market Details-2017

Company Description
Our mission is to better the lives of the consumers and small businesses of
Greater Southeast Asia with technology.
We believe we are the leading internet company in Greater Southeast Asia, or
GSEA, based on our number one market share by revenue in the region’s online
game market, our number one market share by GMV and total orders in the region’s
e-commerce market, and our position as a leader in the region’s digital payments
market by e-wallet GTV, each in the first half of 2017.
We have developed an integrated platform consisting of digital entertainment
(focused on online games), e-commerce, and digital financial services (focused
on e-wallet services), each localized to meet the unique characteristics of
GSEA. We define GSEA as the combined region of Indonesia, Taiwan, Vietnam,
Thailand, the Philippines, Malaysia and Singapore. This region had 585.3 million
people and gross domestic product, or GDP, of US$3.0 trillion in 2016, according
to the IMF Outlook. It is also one of the world’s fastest growing regions in
terms of per capita GDP and at the early stages of internet penetration. GSEA’s
markets are increasingly interdependent, particularly for internet business
models. From a consumer behavior perspective, these markets exhibit distinct
characteristics from North Asia and South Asia, and consequently require
dedicated focus and local market knowledge, which gives us a “home court
advantage.”
---
Our principal executive offices are located at 1 Fusionopolis Place, #17-10,
Galaxis, Singapore 138522. Our telephone number at this address is +65
6270-8100. Our registered office in the Cayman Islands is at the offices of
Maples Corporate Services Limited at PO Box 309, Ugland House, Grand Cayman,
KY1-1104, Cayman Islands. Our agent for service of process in the United States
is Cogency Global Inc., located at 10 East 40th Street, 10th Floor, New York,
N.Y. 10016. Our website is www.seagroup.com.

Proposed Symbols: SE

Market: NYSE

CIK: 0001703399

Address: C/O 1 FUSIONOPOLIS PLACE

City, State, Zip: SINGAPORE 138522

Telephone: (656) 270-8100

CEO: Forrest Xiaodong Li

Employee Count: 5438

Fiscal Year: 12/31

URL: www.seagroup.com
Deal Data
Status: Filed

Share Price: 12.00-14.00

Shares Offered: 49,690,000

Offer Amount:

Total Expenses: $6,891,982.00

Shares Over Alloted: 7,453,500

Shareholder Shares Offered:

Shares Outstanding: 49,690,000

Lockup Period / Expiration:

Quiet Period Expiration:
Financials
Revenue: $195,492,000.00

Net Income: ($165,195,000.00)

Total Assets: $1,064,225,000.00

Total Liabilities: $1,138,121,000.00

Stockholders’ Equity: ($279,005,000.00)
 Advisors

Lead Underwriter(s): 
Credit Suisse Securities (USA) LLC
Goldman Sachs (Asia) L.L.C.
Morgan Stanley & Co. International Plc

Underwriter(s) :
BDO Capital & Investment Corporation
Cathay Securities Corporation Offshore Securities Unit
Citigroup Global Markets Inc
CLSA Limited
Cowen and Company, LLC
DBS Bank Ltd
Nomura Securities International, Inc.
Piper Jaffray & Co.
PT Mandiri Sekuritas
Stifel Nicolaus & Company, Incorporated
Tudor, Pickering, Holt & Co. Securities, Inc
Viet Capital Securities JSC

Company Counsel :
Kirkland & Ellis International LLP
Underwriter Counsel :
Davis Polk & Wardwell LLP
Auditor :
Ernst & Young LLP
Transfer Agent :
Not Specified

Description of Business
Our mission is to better the lives of the consumers and small businesses of
Greater Southeast Asia with technology.
We believe we are the leading internet company in Greater Southeast Asia, or
GSEA, based on our number one market share by revenue in the region’s online
game market, our number one market share by GMV and total orders in the region’s
e-commerce market, and our position as a leader in the region’s digital payments
market by e-wallet GTV, each in the first half of 2017.
We have developed an integrated platform consisting of digital entertainment
(focused on online games), e-commerce, and digital financial services (focused
on e-wallet services), each localized to meet the unique characteristics of
GSEA. We define GSEA as the combined region of Indonesia, Taiwan, Vietnam,
Thailand, the Philippines, Malaysia and Singapore. This region had 585.3 million
people and gross domestic product, or GDP, of US$3.0 trillion in 2016, according
to the IMF Outlook. It is also one of the world’s fastest growing regions in
terms of per capita GDP and at the early stages of internet penetration. GSEA’s
markets are increasingly interdependent, particularly for internet business
models. From a consumer behavior perspective, these markets exhibit distinct
characteristics from North Asia and South Asia, and consequently require
dedicated focus and local market knowledge, which gives us a “home court
advantage.”
We operate three key platforms—Garena, Shopee, and AirPay:
• Our Garena platform was number one in market share by revenue in the GSEA 
online game market in the first half of 2017, as estimated by Newzoo and Niko
Partners. Through our platform, our users can access popular and engaging
mobile and PC online games that we curate and localize for each market. Garena
is the exclusive operator of each of these games in GSEA. Our licensing
contracts with game developers typically last three to seven years, under
which we typically retain between 65% and 80% of gross billings. Garena also
provides access to other entertainment content, such as live streaming of
online gameplay, as well as social features, such as user chat and online
forums. In addition, Garena is GSEA’s leader in eSports as measured by number
of viewers in 2016, according to Newzoo, which strengthens our game ecosystem
and increases user engagement. During the second quarter of 2017, we had 64.2
million QAUs, of whom 6.6 million were QPUs. During the month of June 2017,
our games had 40.1 million MAUs. In the same month, our games had on average
12.9 million DAUs, each of whom spent an average of 2.3 hours per day playing
our games.                                           
• Our Shopee e-commerce platform was number one in market share in the first
half of 2017 in GSEA by GMV and total orders, according to Frost & Sullivan.
Shopee had approximately 2.2 times the number of total orders than our closest
competitor in the first half of 2017, an increase from 1.6 times in 2016,
according to Frost & Sullivan. In the first half of 2017, we were number one
by total orders in Indonesia, Thailand, Vietnam, Taiwan and overall GSEA and
number one by GMV in Indonesia, Taiwan and overall GSEA, according to Frost &
Sullivan. Since its launch in June 2015, Shopee’s GMV has grown to US$1,150.3
million for 2016 and US$1,469.5 million for the first half of 2017. Due to the
region’s growth in smartphone users, Shopee has adopted a mobile-first
approach and approximately 93% of orders placed on Shopee in the first half of
2017 were placed through its mobile application. Shopee is a highly scalable
third-party marketplace that does not hold inventory and connects buyers and
sellers quickly and efficiently. Shopee buyers choose our platform because we
are a trusted brand and provide easy access to a wide range of products
coupled with strong customer service. Shopee sellers choose our platform
because we provide an efficient and reliable way to manage the selling process
while maximizing customer reach. We provide our users with a safe and trusted
shopping environment that is supported by integrated payment and third-party
logistics capabilities. During the second quarter of 2017, Shopee had on
average 9.8 million MAUs. During the same period, we had 4.2 million average
monthly active buyers, who had an average monthly order frequency of 3.7
orders. We also had 1.6 million average monthly active sellers during the same
period and approximately 74 million active product listings as of June 30,
2017. We began monetizing our e-commerce business in 2017 in Taiwan and
Indonesia by offering sellers a cost-per-click advertising service to feature
and promote their products in search results generated by Shopee buyers, and
by charging sellers in Taiwan commission fees for transactions completed on
Shopee.
• Our AirPay platform provides digital financial services and was the number one
digital payments provider in GSEA in the first half of 2017 by e-wallet GTV,
according to IDC. Through our AirPay e-wallet, consumers use either our AirPay
App or one of our 177.9 thousand registered partner-operated service counters,
as of June 30, 2017, to make payments to a wide variety of product and service
providers. During 2016, GTV and transactions for AirPay e-wallet totaled
US$501.2 million and 133.6 million, respectively, and in the first half of
2017, US$472.4 million and 87.1 million, respectively. The AirPay App is
available in Thailand, Vietnam and Taiwan, and AirPay counters are operating
in Thailand, Vietnam, Indonesia and the Philippines. We expect to expand our
AirPay services to other GSEA markets in the future. We have also begun to
integrate our AirPay platform with our Garena and Shopee platforms. For
example, during the month of June 2017, AirPay processed approximately 40% of
the aggregate gross billings for our Garena digital entertainment
business across AirPay’s three largest markets, namely Thailand, Vietnam and
Indonesia, which has helped us reduce our payment channel costs. In addition,
AirPay also supports Shopee in providing Shopee Guarantee services to buyers
and sellers in the markets in which it operates.
Each of our platforms provides a distinct and compelling value proposition to
our users, and each also exhibits strong virtuous cycle dynamics, which we
believe supports our leadership position and provides a strong foundation for
continued growth while creating barriers to entry for our competitors. 



Our scale, regional breadth and substantial home court advantage provide a
strong foundation on which we are able to rapidly scale new businesses. Our
digital entertainment business grew its revenue at a 45.4% compounded annual
growth rate, or CAGR, from 2014 to 2016. Our AirPay platform, which we launched
in early 2014, has grown its e-wallet GTV at a 26.1% compounded quarterly growth
rate, or CQGR, from the first quarter of 2015 to the second quarter of 2017. Our
Shopee platform, which we launched in mid-2015, has grown its GMV at a 81.0%
CQGR from the third quarter of 2015 to the second quarter of 2017.
We curate and localize the content and services on our platforms to serve a
highly diverse population across multiple markets and regulatory regimes. We
believe our local knowledge, presence and focus provide us with a home court
advantage in addressing the specific and unique opportunities and challenges in
our region. Our platforms are operated by our local entities held or controlled
by Sea Limited, which is a holding company without substantive operations. As of
June 30, 2017, we had approximately 5,400 employees across the region, including
over 1,240 in Indonesia, 540 in Taiwan, 1,040 in Vietnam and 1,070 in Thailand.
We have a network of on-the-ground partners comprising approximately 196.1
thousand physical locations functioning as AirPay counters, cybercafés or both,
and 12 data centers, as of June 30, 2017. This home court advantage is a key
factor to our success as well as a significant barrier to entry against
international competitors and single-market local players.
We have forged long-term collaborative relationships with global industry
leaders as well as local partners that have supported our success and growth.
Tencent Holdings Limited and its affiliates, or Tencent, is one of our key game
developer-partners and also a shareholder. This long-term relationship is based
on aligned interests, and allows us to benefit from Tencent’s wealth of
experience as a leading global industry player. In addition, many of GSEA’s most
respected and established family investors and sovereign wealth funds are our
shareholders.
---
On May 8, 2009, we incorporated Garena Interactive Holding Limited, our holding
company, as a limited liability company in the Cayman Islands. On April 8, 2017,
we changed our company name from Garena Interactive Holding Limited to Sea
Limited.
We began our digital entertainment business at our inception in May 2009, and by
September 2012, we had expanded the business to cover all of GSEA, including
Indonesia, Taiwan, Vietnam, Thailand, the Philippines, Malaysia and Singapore.
We launched our e-commerce platform, Shopee, in all seven markets in GSEA in
June and early July 2015.
We launched our digital financial services platform, AirPay, in Vietnam in April
2014. The AirPay App is available in Thailand, Vietnam and Taiwan, and AirPay
counters are operating in Thailand, Vietnam, Indonesia and the Philippines.
Sea Limited is a holding company that does not have substantive operations. We
conduct our businesses in GSEA through our subsidiaries and VIEs and their
subsidiaries, or consolidated affiliated entities. The laws and regulations in
many markets in GSEA, including Taiwan and Vietnam, place restrictions on
foreign investment in and ownership of entities engaged in a number of business
activities. 
As of the date of this prospectus, we conduct our business operations across 60
subsidiaries and 21 consolidated affiliated entities.
Our principal executive offices are located at 1 Fusionopolis Place, #17-10,
Galaxis, Singapore 138522. Our telephone number at this address is +65
6270-8100. Our registered office in the Cayman Islands is at the offices of
Maples Corporate Services Limited at PO Box 309, Ugland House, Grand Cayman,
KY1-1104, Cayman Islands. Our agent for service of process in the United States
is Cogency Global Inc., located at 10 East 40th Street, 10th Floor, New York,
N.Y. 10016. Our website is www.seagroup.com.



Use of Proceeds
We estimate that we will receive net proceeds from this offering of
approximately US$603.6 million, or approximately US$696.5 million if the
underwriters exercise their option to purchase additional ADSs in full, after
deducting underwriting discounts and commissions and estimated offering expenses
payable by us. These estimates are based upon an assumed initial offering price
of US$13.00 per ADS, the mid-point of the estimated range of the initial public
offering price shown on the front cover of this prospectus. A US$1.00 change in
the assumed initial public offering price of US$13.00 per ADS would, in the case
of an increase, increase and, in the case of a decrease, decrease the net
proceeds of this offering by US$47.7 million, or approximately US$54.9 million
if the underwriters exercise their option to purchase additional ADSs in full,
under these assumptions.
The primary purposes of this offering are to create a public market for our
Class A ordinary shares in the form of ADSs for the benefit of all shareholders,
retain talented employees by providing them with equity incentives and obtain
additional capital. We plan to use the net proceeds of this offering primarily
for growing our business, including user acquisition, content procurement and
research and development, as well as for working capital and other general
corporate purposes.
The amounts and timing of any expenditures will vary depending on the amount of
cash generated by our operations, and the rate of growth, if any, of our
business, and our plans and business conditions. The foregoing represents our
current intentions based upon our present plans and business conditions to use
and allocate the net proceeds of this offering. Our management will have
significant flexibility in applying and discretion to apply the net proceeds of
the offering. If an unforeseen event occurs or business conditions change, we
may use the proceeds of this offering differently than as described in this
prospectus.
Pending use of the net proceeds, we intend to hold our net proceeds in demand
deposits or invest them in interest-bearing government securities.
Competition / Competitors
Each of the online game, e-commerce and e-wallet industries in GSEA is highly
fragmented. We face competition in each of our lines of business in each market
where we operate. Some of our competitors, particularly those based outside of
GSEA, may have greater access to capital markets, more financial and other
resources, and a longer operating history than we do.
Online Games
We compete on the basis of a number of factors, including user base, game
portfolio, quality of user experience, brand awareness and reputation,
relationships with game developers and access to distribution and payment
channels. Our competitors primarily include companies with a presence in just
one or a few markets in the region.
E-commerce
We face competition principally from regional players that operate across
several markets in the region. We also face competition from single-market
players in the region. We compete to attract, engage and retain buyers based on
the variety and value of products and services listed on our marketplaces,
overall user experience and convenience, online communication tools, integration
with mobile and networking applications and tools, quality of mobile
applications, and availability of payment settlement and logistics services. We
also compete to attract and retain sellers based on the number and engagement of
buyers, the effectiveness and value of the marketing services we offer,
commission rates and the usefulness of the services we provide including data
and analytics for potential buyer targeting, cloud computing services and the
availability of support services including payment settlement and logistics
services.
E-wallet Platforms
AirPay competes primarily with credit card and debit card service providers,
banks with payment processing offerings, other offline payment options and other
electronic payment system operators. AirPay competes with these companies
primarily on the basis of transaction processing speed, convenience, network
size, accessibility, reliability and price. We believe the combination of
AirPay’s numerous physical service counters and the AirPay App is a significant
competitive advantage because of the strong demand in GSEA for convenient forms
of payment processing.

 



Related Post

Leave a Reply

Your email address will not be published. Required fields are marked *