SOHU.COM INC. (NASDAQ:SOHU) Files An 8-K Other Events

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SOHU.COM INC. (NASDAQ:SOHU) Files An 8-K Other Events

Item8.01

Other Events.

On May22, 2017, the board of directors of the registrants
majority-owned subsidiary Changyou.com Limited (NASDAQ: CYOU)
(Changyou) received a preliminary nonbinding proposal (the
Proposal) from Dr.Charles Zhang, the registrants Chairman
and Chief Executive Officer, who also serves as Chairman of the
Board of Changyou, for the purchase for cash of all of the
outstanding ClassA and ClassB ordinary shares of Changyou,
including ClassA ordinary shares represented by American
depositary shares (ADSs), each representing two ClassA
ordinary shares, for $21.05 per ClassA or ClassB ordinary share,
or $42.10 per ADS, by an acquisition vehicle to be formed by
Dr.Zhang.

The Proposal indicates that Dr.Zhang intends to finance the
proposed acquisition with a combination of equity and/or debt
capital, with Dr.Zhang and/or one or more other equity investors
providing equity financing, and with any debt financing expected
to be provided by loans from third-party financial institutions.

The Proposal states that it is Dr.Zhangs preliminary indication
of interest; is incomplete and is not a binding offer or
agreement, or agreement to make a binding offer or agreement at
any point in the future; and does not create any binding rights
or obligations of any person.

The registrants board of directors has not yet had an opportunity
to review and evaluate the Proposal in detail, or to make any
determination as to how to respond to the Proposal or as to
whether or not the proposed acquisition of Changyou would be in
the best interests of the registrant, in its capacity as
Changyous controlling shareholder, to approve or reject the
Proposal.

The foregoing summary of the Proposal is not intended to be
complete and is qualified in its entirety by reference to the
full text of the Proposal, a copy of which is filed herewith as
Exhibit 2.1 and is incorporated herein by reference.

(d) Exhibits.

2.1 Preliminary Non-binding Proposal to Acquire All Outstanding
Shares in Changyou.com Limited

Safe Harbor Statement

This report may contain forward-looking statements. Statements
that are not historical facts, including statements about the
registrants beliefs and expectations, are forward-looking
statements. Forward-looking statements involve inherent risks and
uncertainties. We caution 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 any definitive offer will be made to Changyou,
that any definitive agreement relating to the Proposal will be
entered into by Changyou, or that a transaction based on the
Proposal or any other similar transaction will be approved or
consummated.


About SOHU.COM INC. (NASDAQ:SOHU)

Sohu.com Inc. (Sohu) is an online media, search and game service company providing online products and services on personal computers (PCs) and mobile devices in the People’s Republic of China (the PRC). The Company operates through three segments: the Sohu segment; the Sogou segment, and the Changyou segment. Sogou is an online search, client software and mobile Internet product provider in China. Changyou is an online game developer and operator in China as measured by its MMOG Tian Long Ba Bu (TLBB) and its mobile game TLBB three-dimensional (TLBB 3D), and engages primarily in the development, operation and licensing of online games for PCs and mobile devices. The Sohu segment’s main business is the brand advertising business, which offers to users, over its matrices of Chinese language online media, various content, products and services across multiple Internet-enabled devices.

SOHU.COM INC. (NASDAQ:SOHU) Recent Trading Information

SOHU.COM INC. (NASDAQ:SOHU) closed its last trading session up +3.09 at 49.22 with 1,379,121 shares trading hands.