© Copyright Acquisition International 2025 - All Rights Reserved.

Article Image - Canfor Completes the Acquisition of Wynndel
Posted 15th April 2016

Canfor Completes the Acquisition of Wynndel

E-House (China) Holdings Limited, a leading real estate services company in China, today announced that it has entered into a definitive Agreement and Plan of with E-House Holdings Ltd. and E-House Merger Sub Ltd.

Mouse Scroll AnimationScroll to keep reading

Let us help promote your business to a wider following.

Canfor Completes the Acquisition of Wynndel
Image

E-House Enters into Definitive Agreement for Going Private Transaction

E-House (China) Holdings Limited, a leading real estate services company in China, today announced that it has entered into a definitive Agreement and Plan of with E-House Holdings Ltd. and E-House Merger Sub Ltd., a wholly-owned subsidiary of Parent.

Pursuant to the Merger Agreement, Parent will acquire the Company for a cash consideration equal to US$6.85 per ordinary share of the Company (each, a “Share”) or American depositary share of the Company, each American depositary share representing one Share (each, an “ADS”). 

Subject to the terms and conditions of the Merger Agreement, at the effective time of the merger, Merger Sub will merge with and into the Company, with the Company continuing as the surviving corporation and a wholly-owned subsidiary of Parent, and each of the Shares (including Shares represented by ADSs) issued and outstanding immediately prior to the effective time of the merger will be cancelled and cease to exist in exchange for the right to receive US$6.85 per Share or ADS, in each case, in cash, without interest and net of any applicable withholding taxes, except for (i) Shares (including Shares represented by ADSs) beneficially owned by Mr. Xin Zhou, the co-chairman of the board of directors and chief executive officer of the Company, Kanrich Holdings Limited, On Chance, Inc. and Jun Heng Investment Limited, each controlled by Mr. Zhou, Mr. Neil Nanpeng Shen, a member of the board of directors of the Company, Smart Create Group Limited and Smart Master International Limited, each controlled by Mr. Shen, and SINA Corporation (collectively, the “Buyer Group”), (ii) Shares (including Shares represented by ADSs) owned by the Company or any of its subsidiaries, (iii) Shares (including Shares represented by ADSs) held by the ADS depositary and reserved for issuance and allocation pursuant to the Company’s share incentive plan, and (iv) Shares owned by holders who have validly exercised and not effectively withdrawn or lost their rights to dissent from the merger pursuant to Section 238 of the Companies Law of the Cayman Islands, which Shares will be cancelled at the effective time of the merger except for the right to receive the fair value of such Shares determined in accordance with the provisions of Section 238 of the Companies Law of the Cayman Islands.

The Buyer Group intends to fund the merger through a combination of a committed loan facility in the amount of $350 millionarranged by Shanghai Pudong Development Bank Co., Ltd., Nanhui Sub-Branch (the “Lender”) pursuant to a debt commitment letter issued by the Lender and equity contributions of members of the Buyer Group pursuant to equity commitment letters issued by such members.

The Company’s board of directors, acting upon the unanimous recommendation of the special committee formed by the board of directors (the “Special Committee”), has unanimously approved the Merger Agreement, and resolved to recommend that the Company’s shareholders vote to authorize and approve the Merger Agreement and the transactions contemplated by the Merger Agreement, including the merger. The Special Committee, which is composed solely of independent directors of the Company who are unaffiliated with Parent, Merger Sub or any member of the Buyer Group or the management of the Company, exclusively negotiated the terms of the Merger Agreement with the Buyer Group with the assistance of its independent financial and legal advisors.

The merger, which is currently expected to close during the second half of 2016, is subject to various closing conditions, including a condition that the Merger Agreement be authorized and approved by an affirmative vote of shareholders representing two-thirds or more of the Shares present and voting in person or by proxy as a single class at an extraordinary general meeting of the Company’s shareholders. As of the date of the Merger Agreement, the Buyer Group beneficially owned, in the aggregate, approximately 44.9% of the outstanding Shares (including Shares represented by ADSs). Pursuant to a voting agreement entered between the Buyer Group and Parent, the members of the Buyer Group have agreed to vote all the Shares and ADSs beneficially owned by them in favor of the authorization and approval of the Merger Agreement and the merger. If completed, the merger will result in the Company becoming a privately-held company and its ADSs will no longer be listed on the New York Stock Exchange.

The Company will prepare and file with the U.S. Securities and Exchange Commission (the “SEC”) a Schedule 13E-3 transaction statement, which will include a proxy statement of the Company. The Schedule 13E-3 will include a description of the Merger Agreement and contain other important information about the merger, the Company and the other participants in the merger.

In connection with the merger, Duff & Phelps, LLC and Duff & Phelps Securities, LLC (collectively, “Duff & Phelps”), are serving as the financial advisor to the Special Committee, Davis Polk & Wardwell LLP is serving as U.S. legal counsel to the Special Committee and Walkers is serving as Cayman Islands legal counsel to the Special Committee. Cleary Gottlieb Steen & Hamilton LLP is serving as legal counsel to Duff & Phelps.

Skadden, Arps, Slate, Meagher & Flom LLP is serving as U.S. legal counsel to the Buyer Group, and Travers Thorp Alberga is serving as Cayman Islands legal counsel to the Buyer Group.

Categories: M&A, Strategy


You Might Also Like
Read Full PostRead - Eye Icon
CEO of the Year, Virginia
Leadership
18/03/2016CEO of the Year, Virginia

The CEO of the Year, Virginia title goes to Gene Saunders of Project Lifesaver International.

Read Full PostRead - Eye Icon
PenFed Credit Union Announces Merger with Belvoir Federal Credit Union
M&A
31/03/2016PenFed Credit Union Announces Merger with Belvoir Federal Credit Union

PenFed Credit Union, nearly $20 billion in assets, 1.4 million members and headquartered in Alexandria, Virginia, announced that it will merge with the Woodbridge, Virginia headquartered Belvoir Federal Credit Union, which has $320 million in assets and more t

Read Full PostRead - Eye Icon
An Intellectual Property Masterclass by Barbie
News
13/09/2023An Intellectual Property Masterclass by Barbie

You’d be forgiven for thinking that you’ve been living in a Barbie world in recent months. The famous Barbie doll and the Hollywood stars in the new Barbie film have been dominating our lives with inescapable headlines, film promotion activities, brand col

Read Full PostRead - Eye Icon
AI companies set for consolidation as they graduate from fundraising to exit, says Artis Partners
Finance
11/02/2025AI companies set for consolidation as they graduate from fundraising to exit, says Artis Partners

AI companies continued to dominate the global investment landscape in 2024, receiving almost a third of global venture funding – more than any other sector.

Read Full PostRead - Eye Icon
Liquid Finance Receives Line of Credit From Shawbrook
Finance
21/04/2015Liquid Finance Receives Line of Credit From Shawbrook

Liquid Finance Partnership Ltd (LFPL), a leader in the Merchant Cash Advance sector of the fast growing Alternative Funding market, today announced the establishment of a line of credit with Shawbrook Asset Finance, a division of Shawbrook Bank.

Read Full PostRead - Eye Icon
HMRC splashes a quarter of a million training staff to be hackers
Strategy
20/05/2021HMRC splashes a quarter of a million training staff to be hackers

HM Revenue & Customs has spent £262,251 on cyber security training for its staff over the two most recent financial years, according to official figures. This data was obtained and analysed under the Freedom of Information (FOI) act by the Parliament Stre

Read Full PostRead - Eye Icon
R3Location: Trusted Relocation in a Complex City
Strategy
19/01/2018R3Location: Trusted Relocation in a Complex City

R3Location Limited offers an exceptional range of relocation services to companies moving assignees into London and the South East.

Read Full PostRead - Eye Icon
Insurance for Insurance – Barents RE Have It Covered
Finance
27/01/2020Insurance for Insurance – Barents RE Have It Covered

Over the course of twenty-four years, Barents RE have cultivated a presence across Europe, the Middle East, Latin America and Asia as one of the world’s most established independent reinsurance groups. Now, with up to six hundred reinsurance connections acro

Read Full PostRead - Eye Icon
A Guide To Keeping Your Business Compliant
Innovation
15/11/2019A Guide To Keeping Your Business Compliant

It is important to be compliant more than ever today in a time where data protection and cy-bersecurity are enormous topics that all business owners need to be wary of. Fortunately, it can be relatively straightforward to make sure that your business is compli



Our Trusted Brands

Acquisition International is a flagship brand of AI Global Media. AI Global Media is a B2B enterprise and are committed to creating engaging content allowing businesses to market their services to a larger global audience. We have 14 unique brands, each of which serves a specific industry or region. Each brand covers the latest news in its sector and publishes a digital magazine and newsletter which is read by a global audience.

Arrow