WELCOME TO THE SEA OFFERINGS SETTLEMENT WEBSITE

This website has been established to provide general information related to the proposed settlement of the lawsuit referred to as In re Sea Limited Securities Litigation, Index No. 151344/2022 (the “Action”), and pending before the Honorable Andrew Borrok in the Supreme Court of the State of New York, County of New York: Commercial Division (the “Court”). The capitalized terms used on this website, and not otherwise defined, shall have the same meanings ascribed to them in the Stipulation of Settlement dated February 28, 2025 (the "Stipulation"), which can be found and downloaded by clicking on the Case Documents tab above.

The law firms of Robbins Geller Rudman & Dowd LLP and Abraham, Fruchter & Twersky, LLP represent you and other Settlement Class Members. You will not be charged for these lawyers. They will be paid from the Settlement Fund to the extent the Court approves their application for fees and expenses. If you want to be represented by your own lawyer, you may hire one at your own expense.

WHAT IS THIS ACTION ABOUT?

This is a consolidated securities class action brought by the City of Taylor Police and Fire Retirement System and the General Retirement System of the City of Detroit (collectively "Plaintiffs") against (a) Sea Limited ("Sea"); (b) Donald J. Puglisi and Puglisi & Associates (collectively, the “Puglisi Defendants”); (c) current or former Sea officers and/or directors Forrest Xiaodong Li, Tony Tianyu Hou, Khoon Hua Kuok, David Heng Chen Seng, Yuxin Ren, and Gang Ye (collectively, the “Individual Defendants”); (d) Goldman Sachs (Asia) L.L.C., J.P. Morgan Securities LLC, and BofA Securities, Inc. (collectively, the “Underwriter Defendants”); and (e) Tencent Holdings Limited ("Tencent") (collectively, "Defendants") for alleged violations of Sections 11, 12(a)(2) and 15 of the Securities Act of 1933. The Action asserts claims on behalf of all persons or entities who purchased or otherwise acquired Sea American Depositary Shares ("ADSs") or Sea's 0.25% convertible senior notes due 2026 ("Notes") pursuant and/or traceable to the Offering Materials issued in connection with Sea's contemporaneous offerings of ADSs and Notes conducted on or about September 14, 2021.

Plaintiffs allege that Defendants violated the federal securities laws because the Offering Materials allegedly misrepresented and/or omitted (i) intra-quarter user performance metrics for Sea’s digital entertainment business, and (ii) the risk or uncertainty that India might ban Free Fire, one of Sea’s mobile games.  Defendants deny all of Plaintiffs’ allegations.

If you purchased or otherwise acquired Sea ADSs or Notes, pursuant and/or traceable to the Offering Materials issued in connection with its September 14, 2021 offering, you are a Settlement Class Member. Excluded from the Settlement Class are: Defendants, the officers and directors of Sea, the Puglisi Defendants, the Underwriter Defendants, and Tencent (at all relevant times), members of their immediate families, and their legal representatives, heirs, successors, or assigns, and any entity in which any Defendant has a controlling interest, provided, however, that any Investment Vehicle, as defined in the Stipulation, shall not be excluded from the Settlement Class. Also excluded will be any person or entity that timely and validly requests exclusion from the Settlement Class.  

WHAT DOES THE SETTLEMENT PROVIDE?

The Settlement, if approved, will result in the creation of a cash settlement fund of $40,000,000 (the “Settlement Amount”) for the benefit of the Settlement Class. The Settlement Amount, plus accrued interest (“Settlement Fund”) (net of taxes) and minus the costs of the Notice and all costs associated with the administration of the Settlement Fund, as well as attorneys’ fees and expenses, and any award to Plaintiffs for representing the Settlement Class, as approved by the Court (the “Net Settlement Fund”), will be distributed to eligible Settlement Class Members. Distribution to Authorized Claimants (i.e., those eligible Settlement Class Members who timely submit valid Claim Forms) will be made according to a Plan of Allocation to be approved by the Court and outlined on pages 11 through 15 of the Notice of (I) Pendency of Class Action and Proposed Settlement; (II) Settlement Fairness Hearing; and (III) Motion for Attorneys' Fees and Litigation Expenses ("Notice").

If you are entitled to a payment, your share of the Net Settlement Fund will depend on the number of ADSs and Notes purchased or acquired pursuant and/or traceable to the Offerings by Authorized Claimants. Payments will be calculated on a pro rata basis, meaning that the Net Settlement Fund will be divided among all Authorized Claimants and distributed accordingly.

ADDITIONAL INFORMATION

Although the information on this website is intended to assist you, it does not replace the information contained in the Notice and the Stipulation. We recommend you read the Notice and other relevant case documents carefully.

YOUR LEGAL RIGHTS AND OPTIONS IN THIS SETTLEMENT

IMPORTANT DATES AND DEADLINES