Indigo Glamour Company limited completed the acquisition of remaining 79.1% stake in CAR Inc. from Grand Union Investment Fund, L.P., Legend Holdings Corporation, Legion Elite Limited and others.
Grand Union Investment Fund, L.P. and Legend Holdings Corporation delivered to the Offeror the Irrevocable Undertaking, under which the Undertaking Shareholders have agreed to accept, or procure the acceptance of, the Share Offer in respect of all of the IU Shares representing approximately 26.55% stake. An Independent Board Committee has been established for the purpose of making a recommendation to the Qualifying Shareholders and Option holders as to whether the Offers are fair and reasonable and as to acceptance. The Independent Board Committee comprises all the non-executive Directors, namely Linan ZHU and Leping YAN, and all three independent non-executive Directors, namely Sam Hanhui SUN, Wei DING and Li ZHANG, none of whom has any direct or indirect interest in the Offers. As of January 4, 2021, the Pre-Conditions remains to be fulfilled. As of January 25, 2021, the Pre-Conditions had been satisfied. On March 4, 2021, Indigo Glamour Company will compulsorily acquire those Offer Shares not already acquired by the Offeror under the Share Offer. On June 2, 2021, the compulsory acquisition is expected to close by July 5, 2021. Goldman Sachs (Asia) L.L.C. and J.P. Morgan Securities (Asia Pacific) Limited acted as financial advisors for Indigo Glamour Company limited. Halcyon Capital Limited acted as financial advisor and provided fairness opinion to Independent Board Committee of CAR Inc. Kay Ian Ng of Sullivan & Cromwell (Hong Kong) LLP acted as legal advisor to Goldman Sachs (Asia) L.L.C. and J.P. Morgan Securities (Asia Pacific) Limited. David Lamb and Wynne Lau of Conyers Dill & Pearman, Hong Kong Office acted as legal advisor with respect to Cayman Islands law to CAR Inc and Indigo. Jenny Yin of Davis Polk & Wardwell acted as legal advisor to CAR Inc. Henry Ong & Qi Zhang of Weil, Gotshal & Manges acted as legal advisor to Indigo.
Indigo Glamour Company limited completed the acquisition of remaining 79.1% stake in CAR Inc. (SEHK:699) from Grand Union Investment Fund, L.P., Legend Holdings Corporation (SEHK:3396), Legion Elite Limited and others on July 5, 2021. Anthony Wang, Edith Leung, Bryan Koo and David Tsai, Tommy Tam of Clifford Chance, Hong Kong acted as legal advisor to MBK Partners, parent of Indigo Glamour Company limited. The Clifford Chance, Hong Kong also advised MBK Partners on the debt financing aspects in relation to the take-private of Car Inc. which included loan facilities, bond financings, convertible bond issuance, and consent solicitation processes to facilitate the privatization.