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SEC Filings

6-K
MOMO INC. filed this Form 6-K on 07/02/2018
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EX-99.1

Exhibit 99.1

UNAUDITED PRO FORMA CONDENSED FINANCIAL INFORMATION

On February 23, 2018, Momo Inc. (the “Company” or “Momo”) entered into an agreement with Tantan Limited (“Tantan”) and its shareholders, pursuant to which the Company agreed to acquire 100% fully diluted equity stake in Tantan, a leading social and dating app that was founded in 2014, for approximately 5.3 million newly issued Class A ordinary shares of the Company and US$613.2 million in cash. On May 31, 2018, the Company completed the acquisition of Tantan (referred herein as the “Acquisition”).

The following unaudited pro forma condensed combined financial statements (the “Pro Forma Financial Statements”) give effect to the Acquisition as well as the related financing transaction, which include the proposed issuance of US$650 million Convertible Senior Notes partially used to repay the US$300 million bank loan facility entered into by the Company to finance the acquisition of Tantan, to pay the outstanding consideration for the Acquisition, to invest in various business development in Tantan and Momo and to support Momo’s ongoing working capital needs. The Pro Forma Financial Statements are based on Momo’s and Tantan’s historical consolidated financial statements as adjusted to give effect to the Acquisition and related financing. The unaudited pro forma condensed combined statements of operations for the three months ended March 31, 2018 and the year ended December 31, 2017 give effect to the Acquisition and the related financing as if it had occurred on January 1, 2017. The unaudited pro forma condensed combined balance sheet as of March 31, 2018 gives effect to the Acquisition and related financing as if it had occurred on March 31, 2018.

While the Pro Forma Financial Statements are helpful in showing the financial characteristics of the consolidated companies, it is not intended to show how the consolidated companies would have actually performed if the events described above had in fact occurred on the dates acquired or to project the results of operations or financial position for any future date or period. We have included in the Pro Forma Financial Statements all adjustments, consisting of normal recurring adjustments, necessary of a fair presentation of the operating results in the historical periods. We believe that the assumptions utilized to prepare the pro forma adjustments provide a reasonable basis for presenting the significant effects of the transactions and that the Pro Forma Financial Statements are factually supportable, give appropriate effect to the impact of the events that are directly attributable to the transactions, and reflect those items expected to have a continuing impact on our financial condition.

The Pro Forma Financial Statements should be read in conjunction with our historical consolidated financial statements and the notes thereto of Momo and Tantan included in our 2017 Annual Report on Form 20-F filed with the U.S. Securities and Exchange Commission (the “SEC”) on April 26, 2018 and our Form 6-K filed with the SEC on June 26, 2018.

There were no material transactions between the Company and Tantan during the periods presented in the Pro Forma Financial Statements that would need to be eliminated. In addition, the Pro Forma Financial Statements do not reflect any cost savings, operating synergies or revenue enhancements that the combined company may achieve and realize as a result of the Acquisition, the costs to integrate the operations of the Company and Tantan, or the costs necessary to achieve these cost savings, operating synergies and revenue enhancements.