GAGA [Le Gaga] SC 13E3/A: PRELIMINARY PROXY MATERIAL SUBJECT TO COMPLETION Le Gaga

[PRELIMINARY PROXY MATERIAL SUBJECT TO COMPLETION Le Gaga Holdings Limited — [ Shareholders of Le Gaga Holdings Limited Re: Notice of Extraordinary General Meeting of Shareholders Dear Shareholder: — — You are cordially invited to attend an extraordinary general meeting of shareholders of Le Gaga Holdings Limited (the “Company”) to be held on [ Under the terms of the merger] [Le Gaga Holdings Limited Unit 1105, The Metropolis Tower, 10 Metropolis Drive, Hung Hom, Kowloon, Hong Kong Attention: Brian Shek Telephone: (852) 3162-8585 YH Greenhouse, LLC Yiheng Capital, LLC Mr. Yuanshan Guo 1 Montgomery St. Ste 3450, San Francisco, California 94104 Telephone: +1 (415) 875-5600 Harvest Holdings Limited Harvest Parent Limited Harvest Merger Limited]

By | 2016-03-14T04:33:26+00:00 September 17th, 2014|Categories: Chinese Stocks, GAGA, Webplus ver|Tags: , , , , , |0 Comments

GAGA [Le Gaga] CORRESP: September 17, 2014 Via EDGAR Mr. Nicholas Panos,

[September 17, 2014 Via EDGAR Mr. Nicholas Panos, Senior Special Counsel Office of Mergers and Acquisitions Division of Corporation Finance 100 F Street, N.E. Re: Le Gaga Holdings Limited Schedule 13E-3 Filed on August 18, 2014 File No. 005-85878 Dear Mr. Panos: We represent the independent committee of the board of directors of the Company. To the extent any response]

By | 2016-03-14T04:35:41+00:00 September 17th, 2014|Categories: Chinese Stocks, GAGA, Webplus ver|Tags: , , , , , |0 Comments

GAGA [Le Gaga] SC 13E3: (Original Filing)

[PRELIMINARY PROXY MATERIAL SUBJECT TO COMPLETION Le Gaga Holdings Limited — [ Shareholders of Le Gaga Holdings Limited Re: Notice of Extraordinary General Meeting of Shareholders Dear Shareholder: — — You are cordially invited to attend an extraordinary general meeting of shareholders of Le Gaga Holdings Limited (the “Company”) to be held on [ Under the terms of the merger] [DUFF & PHELPS Le Gaga July 30, 2014 Le Gaga Holdings Limited Fairness Analysis Presented to the Special Committee of Independent Directors The information contained herein is of a confidential nature and is intended for the use of the persons or firm to whom it is furnished by us. Reproduction, publication, or dissemination of portions hereof may not be made] [Le Gaga Holdings Limited Unit 1105, The Metropolis Tower, 10 Metropolis Drive, Hung Hom, Kowloon, Hong Kong Attention: Brian Shek Telephone: (852) 3162-8585 YH Greenhouse, LLC Yiheng Capital, LLC Mr. Yuanshan Guo 1 Montgomery St. Ste 3450, San Francisco, California 94104 Telephone: +1 (415) 875-5600 Harvest Holdings Limited Harvest Parent Limited Harvest Merger Limited Ms. Na Lai Chiu]

By | 2016-03-14T04:42:29+00:00 August 18th, 2014|Categories: Chinese Stocks, GAGA, SEC Original|Tags: , , , , , |0 Comments

GAGA [Le Gaga] SC 13E3: PRELIMINARY PROXY MATERIAL SUBJECT TO COMPLETION Le Gaga

[PRELIMINARY PROXY MATERIAL SUBJECT TO COMPLETION Le Gaga Holdings Limited — [ Shareholders of Le Gaga Holdings Limited Re: Notice of Extraordinary General Meeting of Shareholders Dear Shareholder: — — You are cordially invited to attend an extraordinary general meeting of shareholders of Le Gaga Holdings Limited (the “Company”) to be held on [ Under the terms of the merger] [DUFF & PHELPS Le Gaga July 30, 2014 Le Gaga Holdings Limited Fairness Analysis Presented to the Special Committee of Independent Directors The information contained herein is of a confidential nature and is intended for the use of the persons or firm to whom it is furnished by us. Reproduction, publication, or dissemination of portions hereof may not be made] [Le Gaga Holdings Limited Unit 1105, The Metropolis Tower, 10 Metropolis Drive, Hung Hom, Kowloon, Hong Kong Attention: Brian Shek Telephone: (852) 3162-8585 YH Greenhouse, LLC Yiheng Capital, LLC Mr. Yuanshan Guo 1 Montgomery St. Ste 3450, San Francisco, California 94104 Telephone: +1 (415) 875-5600 Harvest Holdings Limited Harvest Parent Limited Harvest Merger Limited Ms. Na Lai Chiu]

By | 2016-03-14T04:43:19+00:00 August 18th, 2014|Categories: Chinese Stocks, GAGA, Webplus ver|Tags: , , , , , |0 Comments

GAGA [Le Gaga] SC 13D: (Original Filing)

[AGREEMENT OF JOINT FILING Dated: August 12, 2014 PACVEN WALDEN VENTURES VI, L.P. PACVEN WALDEN MANAGEMENT VI CO. LTD. ITS: GENERAL PARTNER Lip-Bu Tan, Director PACVEN WALDEN VENTURES VI PARALLEL, L.P.] [SCHEDULE 13D (Rule 13d-101) AND Le Gaga Holdings Limited (Name of Issuer) Ordinary shares, par value $0.01 per share (Title of Class of Securities) 521168104 (CUSIP Number) Walden International Suite 2501, Bund Center 222 Yan An East Road Shanghai, PR China Attention: Yimin Zimmerer Telephone: (+86) 21-3135-2488 (Name, Address and Telephone Number of Person July 30, 2014 (Date of Event]

By | 2016-03-14T04:44:46+00:00 August 12th, 2014|Categories: Chinese Stocks, GAGA, SEC Original|Tags: , , , , , |0 Comments

GAGA [Le Gaga] SC 13D: AGREEMENT OF JOINT FILING Dated: August 12, 2014

[AGREEMENT OF JOINT FILING Dated: August 12, 2014 PACVEN WALDEN VENTURES VI, L.P. PACVEN WALDEN MANAGEMENT VI CO. LTD. ITS: GENERAL PARTNER Lip-Bu Tan, Director PACVEN WALDEN VENTURES VI PARALLEL, L.P.] [SCHEDULE 13D (Rule 13d-101) AND Le Gaga Holdings Limited (Name of Issuer) Ordinary shares, par value $0.01 per share (Title of Class of Securities) 521168104 (CUSIP Number) Walden International Suite 2501, Bund Center 222 Yan An East Road Shanghai, PR China Attention: Yimin Zimmerer Telephone: (+86) 21-3135-2488 (Name, Address and Telephone Number of Person July 30, 2014 (Date of Event]

By | 2016-03-14T04:45:38+00:00 August 12th, 2014|Categories: Chinese Stocks, GAGA, Webplus ver|Tags: , , , , , |0 Comments

GAGA [Le Gaga] SC 13D/A: (Original Filing)

[EXECUTION VERSION AGREEMENT AND PLAN OF MERGER among HARVEST PARENT LIMITED, HARVEST MERGER LIMITED and LE GAGA HOLDINGS LIMITED Dated as of July 30, 2014 TABLE OF CONTENTS Page ARTICLE I DEFINED TERMS 2 Section 1.01. Certain Defined Terms 2 Section 1.02. Other Defined Terms 11 Section 1.03. Interpretation; Headings 13 ARTICLE II THE MERGER 13 Section 2.01. The Merger] [Execution Version Dated 30 July 2014 Facility Agreement relating to a US$30,000,000 Term Loan Facility between Harvest Holdings Limited as an Original Obligor Harvest Parent Limited as Original Guarantor Harvest Merger Limited as Borrower and China Minsheng Banking Corp., Ltd., Hong Kong Branch as Lender White & Case Pte. Ltd. 9th Floor Central Tower 28 Queen’s Road Central Hong Kong,] [EQUITY COMMITMENT LETTER July 30, 2014 Harvest Holdings Limited c/o Intertrust Corporate (Services) Limited 190 Elgin Avenue George Town Grand Cayman KY1-9005 Cayman Islands RE: Equity Commitment Ladies and Gentlemen: Sponsor Holdco Merger Agreement Company Parent Merger Sub Merger This letter agreement sets forth the commitment of Yiheng Capital, LLC, a Delaware limited liability company, on behalf of funds managed] [ROLLOVER AND SUPPORT AGREEMENT July 30, 2014 Agreement Holdco” Parent Company Schedule A Shareholder Shareholders This ROLLOVER AND SUPPORT AGREEMENT (this “ Merger Sub Merger Agreement Merger WHEREAS, Parent, Harvest Merger Limited, a Cayman Islands exempted company and a direct wholly-owned subsidiary of Parent (“ Shares Owned Shares Schedule A Securities WHEREAS, as of the date hereof, each Shareholder is] [INTERIM INVESTORS AGREEMENT Agreement Chairwoman Valuetrue Investments Founder Grow Grand Founder Parties Sequoia Yiheng Investors Holdco Parent Merger Sub This Interim Investors Agreement (the “ RECITALS Consortium Agreement Consortium WHEREAS, each of the Investors or their respective Affiliates executed an Amended and Restated Consortium Agreement, dated as of March 18, 2014 (the “ Company Merger Agreement Merger WHEREAS, on the] [LIMITED GUARANTEE LIMITED GUARANTEE, Limited Guarantee Guarantor Guaranteed Party 1. GUARANTEE. Merger Agreement Parent Merger Sub Merger Guaranteed Percentage provided Cap provided further it being understood Schedule A Other Guarantor Other Guarantee (a) To induce the Guaranteed Party to enter into that certain Agreement and Plan of Merger, dated as of the date hereof (as may be amended, restated, supplemented] [LIMITED GUARANTEE LIMITED GUARANTEE, Limited Guarantee Guarantor Guaranteed Party 1. GUARANTEE. Merger Agreement Parent Merger Sub Merger Guaranteed Percentage provided Cap provided further it being understood Schedule A Other Guarantor Other Guarantee (a) To induce the Guaranteed Party to enter into that certain Agreement and Plan of Merger, dated as of the date hereof (as may be amended, restated, supplemented] [LIMITED GUARANTEE LIMITED GUARANTEE, Limited Guarantee Guarantors Guarantor Guaranteed Party 1. GUARANTEE. Merger Agreement Parent Merger Sub Merger Schedule A Individual Guaranteed Percentage Aggregate Guaranteed Percentage provided Aggregate Cap Individual Cap provided further it being understood Schedule B Other Guarantor Other Guarantee (a) To induce the Guaranteed Party to enter into that certain Agreement and Plan of Merger, dated as] [LIMITED GUARANTEE LIMITED GUARANTEE, Limited Guarantee Guarantor Guaranteed Party 1. GUARANTEE. Merger Agreement Parent Merger Sub Merger Guaranteed Percentage provided Cap provided further it being understood Schedule A Other Guarantor Other Guarantee (a) To induce the Guaranteed Party to enter into that certain Agreement and Plan of Merger, dated as of the date hereof (as may be amended, restated, supplemented] [CUSIP No. 521168 104 Page 2 of 17 1 NAME OF REPORTING PERSON SEQUOIA CAPITAL CHINA I, L.P. (“SCC I”) IRS Identification No. 20-3514012 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP ¨ x (a) 3 SEC USE ONLY]

By | 2016-03-14T04:50:41+00:00 August 1st, 2014|Categories: Chinese Stocks, GAGA, SEC Original|Tags: , , , , , |0 Comments
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