On September 29, 2021, Sogou Inc. announced that it has entered into a definitive agreement and plan of merger with THL A21 Limited, Titan Supernova Limited (Parent). and Tencent Mobility Limited, each of which is a direct or indirect wholly-owned subsidiary of Tencent Holdings Limited, pursuant to which Parent will be merged with and into the Company in an all-cash transaction (the Merger), and the Company will become an indirect wholly-owned subsidiary of Tencent. Upon the effectiveness of the Merger, outstanding class A ordinary shares of the Company each class A ordinary share, including class A ordinary Shares represented by American depositary shares ("ADSs"), other than excluded shares as defined in the merger agreement and ADSs representing excluded shares, will be cancelled in exchange for the right for the holders thereof to receive $9.00 in cash per share or ADS.