发布于: 雪球转发:3回复:8喜欢:6
$乡村基(CCSC)$ 达成了私有化最终协议,竟然一分钱没提价....

CHONGQING, China, Dec. 18, 2015 /PRNewswire/ -- Country Style Cooking Restaurant Chain Co., Ltd. (CCSC) ("Country Style Cooking", "CSC" or the "Company"), a fast-growing quick service restaurant chain in China, today announced that it has entered into a definitive Agreement and Plan of Merger (the "Merger Agreement") with Country Style Cooking Restaurant Chain Holding Limited ("Parent") and Country Style Cooking Restaurant Chain Merger Company Limited ("Merger Sub"), a wholly owned subsidiary of Parent, pursuant to which Parent will acquire Country Style Cooking (the "Transaction") for US$1.3075 per ordinary share of the Company (a "Share") or US$5.23 per American depositary share, each representing four Shares (an "ADS"). This amount represents a premium of 18.9% to the closing trading price of the Company's ADS on August 13, 2015, the last trading day prior to August 14, 2015, the date on which the Company announced that it had received a "going-private" proposal.

Immediately after the completion of the Transaction, Parent will be ultimately beneficially owned by Ms. Hong Li, Co-Founder and Chairwoman of the Board, Mr. Xingqiang Zhang, Co-Founder, Chief Executive Officer and Director of the Company and Sky Success Venture Holdings Limited (collectively, the "Buyer Group"), and SIG China Investments One, Ltd. ("SIG China"). To date, the Buyer Group and SIG China beneficially own, in the aggregate, approximately 68.9% of the outstanding Shares (excluding outstanding share incentive awards of the Company).

The Company's board of directors (the "Board"), acting upon the unanimous recommendation of a special committee of the Board (the "Special Committee"), approved the Merger Agreement and the Transaction and resolved to recommend that the Company's shareholders vote to authorize and approve the Merger Agreement and the Transaction. 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 SIG China, exclusively negotiated the terms of the Merger Agreement with the Buyer Group with the assistance of its independent financial and legal advisors.

The Transaction 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 a meeting of the Company's shareholders convened to consider the authorization and approval of the Merger Agreement. The Buyer Group and SIG China has each agreed to vote all of the Shares beneficially owned by them in favor of the authorization and approval of the Merger Agreement and the Transaction. If completed, the Transaction will result in the Company becoming a privately-held company and its ADSs will no longer be listed on the New York Stock Exchange.

全部讨论

低价股猎手2015-12-27 21:27

谢谢!

管我财2015-12-27 21:16

是的,还要支付退市费0.05

悦阅奇2015-12-22 10:57

这股根本没有vol。没法玩。

末里2015-12-22 00:27

可惜了,五个点,$乡村基(CCSC)$

颜准2015-12-21 15:20

这股完全没有可操作性,流动性缺失啊