The Tencent Holdings subsidiary will offer US$1.26 billion in cash and up to 5.2 per cent of its total outstanding class A ordinary shares. It will also issue up to 0.37 per cent of its shares to Ximalaya’s founding investors.
As part of the deal, Ximalaya will restructure certain existing businesses. The transaction is subject to regulatory approvals, including antitrust reviews.
Ximalaya confirmed the merger in a notice, pledging to maintain its brand, operational autonomy, core management team and strategic direction. The company also assured business partners that existing contracts would be honoured and user rights would be protected.

“We believe this partnership will unlock new opportunities for Ximalaya’s users, creators, employees, partners and shareholders,” the statement read.