TAOM [Taomee] SC 13E3: (Original Filing)

[Use these links to rapidly review the document PRELIMINARY PROXY STATEMENT OF THE COMPANY Shareholders of Taomee Holdings Limited You are cordially invited to attend an extraordinary general meeting of shareholders of Taomee Holdings Limited, an exempted company with limited liability incorporated under the laws of the Cayman Islands (the "Company"), to be held on At the extraordinary general meeting,] [Execution Version EQUITY COMMITMENT LETTER December 11, 2015 Orient TM Parent Limited 36/F, Building No. 2, Orient International Financial Plaza 318 South Zhongshan Road Shanghai 200010 People’s Republic of China Ladies and Gentlemen: Merger Agreement Company Parent Merger Sub Equity Commitment Letter We refer to the Agreement and Plan of Merger dated as of the date hereof (as may be] [Taomee Holdings Limited Fairness Analysis Presented to the Special Committee of Independent Directors December 11, 2015 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 without prior approval of Duff &] [SCHEDULE 13E-3 RULE 13e-3 TRANSACTION STATEMENT TAOMEE HOLDINGS LIMITED (Name of the Issuer) Taomee Holdings Limited (Names of Persons Filing Statement) Ordinary shares, par value US$0.00002 per share (Title of Class of Securities) 1 87600Y106 (CUSIP Number) Sam Lawn, Chief Financial Officer Mr. Benson Haibing Wang Orient TM Parent Limited Dongzhengruibo (Shanghai) Investment Center (Name, Address and Telephone Number of]

By | 2016-04-01T09:05:58+00:00 January 5th, 2016|Categories: Chinese Stocks, SEC Original, TAOM|Tags: , , , , , |0 Comments
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TAOM [Taomee] SC 13E3: Use these links to rapidly review the document

[Use these links to rapidly review the document PRELIMINARY PROXY STATEMENT OF THE COMPANY Shareholders of Taomee Holdings Limited You are cordially invited to attend an extraordinary general meeting of shareholders of Taomee Holdings Limited, an exempted company with limited liability incorporated under the laws of the Cayman Islands (the "Company"), to be held on At the extraordinary general meeting,] [Execution Version EQUITY COMMITMENT LETTER December 11, 2015 Orient TM Parent Limited 36/F, Building No. 2, Orient International Financial Plaza 318 South Zhongshan Road Shanghai 200010 People’s Republic of China Ladies and Gentlemen: Merger Agreement Company Parent Merger Sub Equity Commitment Letter We refer to the Agreement and Plan of Merger dated as of the date hereof (as may be] [Taomee Holdings Limited Fairness Analysis Presented to the Special Committee of Independent Directors December 11, 2015 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 without prior approval of Duff &] [SCHEDULE 13E-3 RULE 13e-3 TRANSACTION STATEMENT TAOMEE HOLDINGS LIMITED (Name of the Issuer) Taomee Holdings Limited (Names of Persons Filing Statement) Ordinary shares, par value US$0.00002 per share (Title of Class of Securities) 1 87600Y106 (CUSIP Number) Sam Lawn, Chief Financial Officer Mr. Benson Haibing Wang Orient TM Parent Limited Dongzhengruibo (Shanghai) Investment Center (Name, Address and Telephone Number of]

By | 2016-04-01T09:07:17+00:00 January 5th, 2016|Categories: Chinese Stocks, TAOM, Webplus ver|Tags: , , , , , |0 Comments
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SPIL [SILICONWARE PRECISION INDUSTRIES CO] SC 13E3: (Original Filing)

[Shares, not including those tendered into the U.S. Offer or those represented by ADSs, such that we will acquire at least 5% of the issued and outstanding share capital of SPIL (the "Minimum Condition") and (ii) receipt of antitrust approval from the Taiwan Fair Trade Commission (the "TFTC Condition"). In addition, the U.S. Offer is subject to the conditions set] [QuickLinks -- Click here to rapidly navigate through this document ADS LETTER OF TRANSMITTAL To Tender American Depositary Shares of Siliconware Precision Industries Co., Ltd. by Advanced Semiconductor Engineering, Inc. THE U.S. OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 1:30 A.M., NEW YORK CITY NO GUARANTEED DELIVERY Please deliver this properly completed and duly executed ADS Letter of Transmittal and] [QuickLinks -- Click here to rapidly navigate through this document COMMON SHARE FORM OF ACCEPTANCE To Tender Common Shares of Siliconware Precision Industries Co., Ltd. by Advanced Semiconductor Engineering, Inc. THE U.S. OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 1:30 A.M., NEW YORK CITY TIME, ON FEBRUARY 16, 2016, UNLESS THE U.S. OFFER IS EXTENDED NO GUARANTEED DELIVERY Please deliver] [QuickLinks -- Click here to rapidly navigate through this document of Siliconware Precision Industries Co., Ltd. for by Advanced Semiconductor Engineering, Inc. THE U.S. OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 1:30 A.M., NEW YORK CITY TIME, ON FEBRUARY 16, 2016, UNLESS THE U.S. OFFER IS EXTENDED Please note that The Depository Trust Company and its participants, including the custodians] [QuickLinks -- Click here to rapidly navigate through this document U.S. Offer to Purchase for Cash Outstanding American Depositary Shares and of Siliconware Precision Industries Co., Ltd. for NT$275 Per American Depositary Share (Payable in U.S. Dollars) and by Advanced Semiconductor Engineering, Inc. THE U.S. OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 1:30 A.M., NEW YORK CITY TIME, ON FEBRUARY] [QuickLinks -- Click here to rapidly navigate through this document U.S. Offer to Purchase for Cash of Siliconware Precision Industries Co., Ltd. for NT$275 Per American Depositary Share (Payable in U.S. Dollars) and by Advanced Semiconductor Engineering, Inc. THE U.S. OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 1:30 A.M., NEW YORK CITY TIME, ON FEBRUARY 16, 2016, UNLESS THE U.S.] [QuickLinks -- Click here to rapidly navigate through this document U.S. Offer to Purchase for Cash of Siliconware Precision Industries Co., Ltd. for NT$275 Per American Depositary Share (Payable in U.S. Dollars) and by Advanced Semiconductor Engineering, Inc. THE U.S. OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 1:30 A.M., NEW YORK CITY TIME, ON FEBRUARY 16, 2016, UNLESS THE U.S.] [QuickLinks -- Click here to rapidly navigate through this document This announcement is neither an offer to purchase nor a solicitation of an offer to sell ADSs or Common Shares. The U.S. Offer is made solely by the U.S. Offer to Purchase dated December 29, 2015 and the related ADS Letter of Transmittal and Common Share Form of Acceptance and] [QuickLinks -- Click here to rapidly navigate through this document Fairness Opinion on the Consideration of the 100% Share Acquisition Proposal 1. Content of Appointment Advanced Semiconductor Engineering, Inc. (" ASE ") appoints me as an accountant to issue fairness opinion in relation to the case (" This Case ") by ASE to acquire 100% of the shares of Siliconware] [QuickLinks -- Click here to rapidly navigate through this document Fairness Opinion on the Consideration of Tender Offer 1. Content of Appointment Advanced Semiconductor Engineering, Inc. (" ASE ") appoints me as an accountant to issue fairness opinion in relation to the case (" This Case ") of the tender offer from ASE in acquiring 24.71% of the shares of] [SCHEDULE TO (RULE 14d-100) Tender Offer Statement SILICONWARE PRECISION INDUSTRIES CO., LTD. (Name of Subject Company (Issuer)) ADVANCED SEMICONDUCTOR ENGINEERING, INC. (Offeror) American Depositary Shares, Each Representing Five Common Shares, (Title of Class of Securities) 827084864 (American Depositary Shares) (CUSIP Number of Class of Securities) TW0002325008 (Common Shares) (ISIN Number of Class of Securities) Joseph Tung (Name, Address and Telephone]

By | 2016-03-22T06:12:56+00:00 December 29th, 2015|Categories: Chinese Stocks, SEC Original, SPIL|Tags: , , , , , |0 Comments
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SPIL [SILICONWARE PRECISION INDUSTRIES CO] SC 13E3: Shares, not including those tendered into the U.S.

[Shares, not including those tendered into the U.S. Offer or those represented by ADSs, such that we will acquire at least 5% of the issued and outstanding share capital of SPIL (the "Minimum Condition") and (ii) receipt of antitrust approval from the Taiwan Fair Trade Commission (the "TFTC Condition"). In addition, the U.S. Offer is subject to the conditions set] [QuickLinks -- Click here to rapidly navigate through this document ADS LETTER OF TRANSMITTAL To Tender American Depositary Shares of Siliconware Precision Industries Co., Ltd. by Advanced Semiconductor Engineering, Inc. THE U.S. OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 1:30 A.M., NEW YORK CITY NO GUARANTEED DELIVERY Please deliver this properly completed and duly executed ADS Letter of Transmittal and] [QuickLinks -- Click here to rapidly navigate through this document COMMON SHARE FORM OF ACCEPTANCE To Tender Common Shares of Siliconware Precision Industries Co., Ltd. by Advanced Semiconductor Engineering, Inc. THE U.S. OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 1:30 A.M., NEW YORK CITY TIME, ON FEBRUARY 16, 2016, UNLESS THE U.S. OFFER IS EXTENDED NO GUARANTEED DELIVERY Please deliver] [QuickLinks -- Click here to rapidly navigate through this document of Siliconware Precision Industries Co., Ltd. for by Advanced Semiconductor Engineering, Inc. THE U.S. OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 1:30 A.M., NEW YORK CITY TIME, ON FEBRUARY 16, 2016, UNLESS THE U.S. OFFER IS EXTENDED Please note that The Depository Trust Company and its participants, including the custodians] [QuickLinks -- Click here to rapidly navigate through this document U.S. Offer to Purchase for Cash Outstanding American Depositary Shares and of Siliconware Precision Industries Co., Ltd. for NT$275 Per American Depositary Share (Payable in U.S. Dollars) and by Advanced Semiconductor Engineering, Inc. THE U.S. OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 1:30 A.M., NEW YORK CITY TIME, ON FEBRUARY] [QuickLinks -- Click here to rapidly navigate through this document U.S. Offer to Purchase for Cash of Siliconware Precision Industries Co., Ltd. for NT$275 Per American Depositary Share (Payable in U.S. Dollars) and by Advanced Semiconductor Engineering, Inc. THE U.S. OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 1:30 A.M., NEW YORK CITY TIME, ON FEBRUARY 16, 2016, UNLESS THE U.S.] [QuickLinks -- Click here to rapidly navigate through this document U.S. Offer to Purchase for Cash of Siliconware Precision Industries Co., Ltd. for NT$275 Per American Depositary Share (Payable in U.S. Dollars) and by Advanced Semiconductor Engineering, Inc. THE U.S. OFFER AND WITHDRAWAL RIGHTS WILL EXPIRE AT 1:30 A.M., NEW YORK CITY TIME, ON FEBRUARY 16, 2016, UNLESS THE U.S.] [QuickLinks -- Click here to rapidly navigate through this document This announcement is neither an offer to purchase nor a solicitation of an offer to sell ADSs or Common Shares. The U.S. Offer is made solely by the U.S. Offer to Purchase dated December 29, 2015 and the related ADS Letter of Transmittal and Common Share Form of Acceptance and] [QuickLinks -- Click here to rapidly navigate through this document Fairness Opinion on the Consideration of the 100% Share Acquisition Proposal 1. Content of Appointment Advanced Semiconductor Engineering, Inc. (" ASE ") appoints me as an accountant to issue fairness opinion in relation to the case (" This Case ") by ASE to acquire 100% of the shares of Siliconware] [QuickLinks -- Click here to rapidly navigate through this document Fairness Opinion on the Consideration of Tender Offer 1. Content of Appointment Advanced Semiconductor Engineering, Inc. (" ASE ") appoints me as an accountant to issue fairness opinion in relation to the case (" This Case ") of the tender offer from ASE in acquiring 24.71% of the shares of] [SCHEDULE TO (RULE 14d-100) Tender Offer Statement SILICONWARE PRECISION INDUSTRIES CO., LTD. (Name of Subject Company (Issuer)) ADVANCED SEMICONDUCTOR ENGINEERING, INC. (Offeror) American Depositary Shares, Each Representing Five Common Shares, (Title of Class of Securities) 827084864 (American Depositary Shares) (CUSIP Number of Class of Securities) TW0002325008 (Common Shares) (ISIN Number of Class of Securities) Joseph Tung (Name, Address and Telephone]

By | 2016-03-22T06:13:48+00:00 December 29th, 2015|Categories: Chinese Stocks, SPIL, Webplus ver|Tags: , , , , , |0 Comments
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BONA [Bona Film] SC 13E3: (Original Filing)

[Bona Film Group Limited _______, 2016 Shareholders of Bona Film Group Limited Re: Notice of Extraordinary General Meeting of Shareholders Dear Shareholder: You are cordially invited to attend an extraordinary general meeting of shareholders of Bona Film Group Limited (the “Company”) to be held on ________, 2016 at ______ (Beijing Time). The meeting will be held at the Company’s office] [Execution Version URANUS CONNECTION LIMITED 17/F, CITIC Securities Tower No. 48 Liangmaqiao Road, Chaoyang District Beijing, China, 100026 Attention: Yao SUN Facsimile: +86 (10) 6083-7899 Email: sunyao@citicgs.com December 15, 2015 MOUNTAIN TIGER INTERNATIONAL LIMITED 18/F, Tower 1, U-town Office Building, No.1 San Feng Bei Li, Chaoyang District Beijing 100020 People’s Republic of China Re: Equity Commitment Letter Ladies and Gentlemen:] [Execution Version ALIBABA PICTURES GROUP LIMITED 26/F, Tower One, Times Square 1 Matheson Street, Causeway Bay, Hong Kong Attention: Ms. Karen Xu / Mr. William Ng Fax: +852 2215 5200 Email: karen.xu@alibabapictures.com / william.ng@alibaba-inc.com December 15, 2015 MOUNTAIN TIGER INTERNATIONAL LIMITED 18/F, Tower 1, U-town Office Building, No.1 San Feng Bei Li, Chaoyang District Beijing 100020 People’s Republic of China] [Execution Version ORIENTAL POWER HOLDINGS LIMITED 29F, Three Pacific Place, No. 1 Queen’s Road East Wanchai, Hong Kong Attention: Compliance and Transactions Department Facsimile: 852 2520 1148 Email: legalnotice@tencent.com with a copy to Tencent Building, Keji Zhongyi Avenue Hi-tech Park, Nanshan District Shenzhen 518057, PRC Attention: Mergers and Acquisitions Department Email: PD_Support@tencent.com December 15, 2015 MOUNTAIN TIGER INTERNATIONAL LIMITED 18/F,] [Execution Version ZHANSHAN XIE c/o Global Incorporations Limited Suite 1107, Office Tower C1, Oriental Plaza No.1 East Chang An Avenue Beijing 100738, China Facsimile: +86 10 8525 5544 Email: xie550713@163.com December 15, 2015 MOUNTAIN TIGER INTERNATIONAL LIMITED 18/F, Tower 1, U-town Office Building, No.1 San Feng Bei Li, Chaoyang District Beijing 100020 People’s Republic of China Re: Equity Commitment Letter] [Execution Version DONG YU 18/F, Tower 1, U-town Office Building, No.1 San Feng Bei Li, Chaoyang District Beijing 100020 People’s Republic of China Facsimile: 86 10 56310828 Email: yudong@bonafilm.cn December 15, 2015 MOUNTAIN TIGER INTERNATIONAL LIMITED 18/F, Tower 1, U-town Office Building, No.1 San Feng Bei Li, Chaoyang District Beijing 100020 People’s Republic of China Re: Equity Commitment Letter Ladies] [Project Bonita Presentation to the Independent Committee 13 - Dec - 2015 Strictly Confidential Table of Contents __________________________________________ 1. Transaction Overview 2. Valuation Analysis Appendix Transaction Overview (In US$ millions, except for per ADS) Buyer Consortium's Proposal ADS Price 13.70 Diluted ADSs Outstanding (million) 72.79 Market Capitalization $997.2 +Total Debt 153.5 -Cash & Cash Equivalent 150.9 =Financial Net Debt 2.6] [Execution Version SUPPORT AGREEMENT Agreement Parent Company Schedule A Section 2.5 Schedule B Rollover Securityholder Rollover Securityholders This SUPPORT AGREEMENT (this “ Merger Sub Merger Agreement Merger WHEREAS, Parent, Mountain Tiger Limited, an exempted company incorporated with limited liability under the laws of the Cayman Islands and a wholly-owned subsidiary of Parent (“ Section 2.5 Uranus Schedule A Schedule B] [Execution Version LIMITED GUARANTEE Limited Guarantee Guarantor Guaranteed Party Merger Agreement Parent Merger Sub This Limited Guarantee, dated as of December 15, 2015 (this “ Limited Guarantee Section 8.2(c) provided Maximum Amount 1. Terms of Limited Guarantee 2. provided Other Guarantor (a) This Limited Guarantee is one of payment, not collection, and a separate action or actions may be brought] [LIMITED GUARANTEE Limited Guarantee Guarantor Guaranteed Party Merger Agreement Parent Merger Sub This Limited Guarantee, dated as of December 15, 2015 (this “ Limited Guarantee Section 8.2(c) provided Maximum Amount 1. Terms of Limited Guarantee 2. provided Other Guarantor (a) This Limited Guarantee is one of payment, not collection, and a separate action or actions may be brought and prosecuted] [Execution Version LIMITED GUARANTEE Limited Guarantee Guarantor Guaranteed Party Merger Agreement Parent Merger Sub This Limited Guarantee, dated as of December 15, 2015 (this “ Limited Guarantee Section 8.2(c) provided Maximum Amount 1. Terms of Limited Guarantee 2. provided Other Guarantor (a) This Limited Guarantee is one of payment, not collection, and a separate action or actions may be brought] [Execution Version LIMITED GUARANTEE Limited Guarantee Guarantor Guaranteed Party Merger Agreement Parent Merger Sub This Limited Guarantee, dated as of December 15, 2015 (this “ Limited Guarantee Section 8.2(c) provided Maximum Amount 1. Terms of Limited Guarantee 2. provided Other Guarantor (a) This Limited Guarantee is one of payment, not collection, and a separate action or actions may be brought] [Execution Version LIMITED GUARANTEE Limited Guarantee Guarantor Guaranteed Party Merger Agreement Parent Merger Sub This Limited Guarantee, dated as of December 15, 2015 (this “ Limited Guarantee Section 8.2(c) provided Maximum Amount 1. Terms of Limited Guarantee 2. provided Other Guarantor (a) This Limited Guarantee is one of payment, not collection, and a separate action or actions may be brought] [CONSORTIUM AGREEMENT THIS CONSORTIUM AGREEMENT is made as of June 12, Agreement Chairman Skillgreat Chairman Parties Fosun Entities Sequoia Entities Investor Entities Party Parties Transaction Target Exchange Act WHEREAS, the Parties propose to undertake an acquisition transaction (the “ Holdco WHEREAS, (a) in connection with the Transaction, the Parties propose to form a new company (“ Merger Sub Closing Surviving] [Execution Version INTERIM INVESTORS AGREEMENT Agreement Parent Merger Sub This Interim Investors Agreement (the “ RECITALS Company Merger Agreement Merger WHEREAS, on the date hereof, Bona Film Group Limited, an exempted company with limited liability incorporated under the Laws of the Cayman Islands (the “ Equity Investors Equity Commitment Letter Equity Commitment Letters Equity Commitment Equity Commitments Rollover Investors, Investors] []

By | 2016-03-14T05:59:51+00:00 December 22nd, 2015|Categories: BONA, Chinese Stocks, SEC Original|Tags: , , , , , |0 Comments
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BONA [Bona Film] SC 13E3: Bona Film Group Limited _______, 2016 Shareholders of

[Bona Film Group Limited _______, 2016 Shareholders of Bona Film Group Limited Re: Notice of Extraordinary General Meeting of Shareholders Dear Shareholder: You are cordially invited to attend an extraordinary general meeting of shareholders of Bona Film Group Limited (the “Company”) to be held on ________, 2016 at ______ (Beijing Time). The meeting will be held at the Company’s office] [Execution Version URANUS CONNECTION LIMITED 17/F, CITIC Securities Tower No. 48 Liangmaqiao Road, Chaoyang District Beijing, China, 100026 Attention: Yao SUN Facsimile: +86 (10) 6083-7899 Email: sunyao@citicgs.com December 15, 2015 MOUNTAIN TIGER INTERNATIONAL LIMITED 18/F, Tower 1, U-town Office Building, No.1 San Feng Bei Li, Chaoyang District Beijing 100020 People’s Republic of China Re: Equity Commitment Letter Ladies and Gentlemen:] [Execution Version ALIBABA PICTURES GROUP LIMITED 26/F, Tower One, Times Square 1 Matheson Street, Causeway Bay, Hong Kong Attention: Ms. Karen Xu / Mr. William Ng Fax: +852 2215 5200 Email: karen.xu@alibabapictures.com / william.ng@alibaba-inc.com December 15, 2015 MOUNTAIN TIGER INTERNATIONAL LIMITED 18/F, Tower 1, U-town Office Building, No.1 San Feng Bei Li, Chaoyang District Beijing 100020 People’s Republic of China] [Execution Version ORIENTAL POWER HOLDINGS LIMITED 29F, Three Pacific Place, No. 1 Queen’s Road East Wanchai, Hong Kong Attention: Compliance and Transactions Department Facsimile: 852 2520 1148 Email: legalnotice@tencent.com with a copy to Tencent Building, Keji Zhongyi Avenue Hi-tech Park, Nanshan District Shenzhen 518057, PRC Attention: Mergers and Acquisitions Department Email: PD_Support@tencent.com December 15, 2015 MOUNTAIN TIGER INTERNATIONAL LIMITED 18/F,] [Execution Version ZHANSHAN XIE c/o Global Incorporations Limited Suite 1107, Office Tower C1, Oriental Plaza No.1 East Chang An Avenue Beijing 100738, China Facsimile: +86 10 8525 5544 Email: xie550713@163.com December 15, 2015 MOUNTAIN TIGER INTERNATIONAL LIMITED 18/F, Tower 1, U-town Office Building, No.1 San Feng Bei Li, Chaoyang District Beijing 100020 People’s Republic of China Re: Equity Commitment Letter] [Execution Version DONG YU 18/F, Tower 1, U-town Office Building, No.1 San Feng Bei Li, Chaoyang District Beijing 100020 People’s Republic of China Facsimile: 86 10 56310828 Email: yudong@bonafilm.cn December 15, 2015 MOUNTAIN TIGER INTERNATIONAL LIMITED 18/F, Tower 1, U-town Office Building, No.1 San Feng Bei Li, Chaoyang District Beijing 100020 People’s Republic of China Re: Equity Commitment Letter Ladies] [Project Bonita Presentation to the Independent Committee 13 - Dec - 2015 Strictly Confidential Table of Contents __________________________________________ 1. Transaction Overview 2. Valuation Analysis Appendix Transaction Overview (In US$ millions, except for per ADS) Buyer Consortium's Proposal ADS Price 13.70 Diluted ADSs Outstanding (million) 72.79 Market Capitalization $997.2 +Total Debt 153.5 -Cash & Cash Equivalent 150.9 =Financial Net Debt 2.6] [Execution Version SUPPORT AGREEMENT Agreement Parent Company Schedule A Section 2.5 Schedule B Rollover Securityholder Rollover Securityholders This SUPPORT AGREEMENT (this “ Merger Sub Merger Agreement Merger WHEREAS, Parent, Mountain Tiger Limited, an exempted company incorporated with limited liability under the laws of the Cayman Islands and a wholly-owned subsidiary of Parent (“ Section 2.5 Uranus Schedule A Schedule B] [Execution Version LIMITED GUARANTEE Limited Guarantee Guarantor Guaranteed Party Merger Agreement Parent Merger Sub This Limited Guarantee, dated as of December 15, 2015 (this “ Limited Guarantee Section 8.2(c) provided Maximum Amount 1. Terms of Limited Guarantee 2. provided Other Guarantor (a) This Limited Guarantee is one of payment, not collection, and a separate action or actions may be brought] [LIMITED GUARANTEE Limited Guarantee Guarantor Guaranteed Party Merger Agreement Parent Merger Sub This Limited Guarantee, dated as of December 15, 2015 (this “ Limited Guarantee Section 8.2(c) provided Maximum Amount 1. Terms of Limited Guarantee 2. provided Other Guarantor (a) This Limited Guarantee is one of payment, not collection, and a separate action or actions may be brought and prosecuted] [Execution Version LIMITED GUARANTEE Limited Guarantee Guarantor Guaranteed Party Merger Agreement Parent Merger Sub This Limited Guarantee, dated as of December 15, 2015 (this “ Limited Guarantee Section 8.2(c) provided Maximum Amount 1. Terms of Limited Guarantee 2. provided Other Guarantor (a) This Limited Guarantee is one of payment, not collection, and a separate action or actions may be brought] [Execution Version LIMITED GUARANTEE Limited Guarantee Guarantor Guaranteed Party Merger Agreement Parent Merger Sub This Limited Guarantee, dated as of December 15, 2015 (this “ Limited Guarantee Section 8.2(c) provided Maximum Amount 1. Terms of Limited Guarantee 2. provided Other Guarantor (a) This Limited Guarantee is one of payment, not collection, and a separate action or actions may be brought] [Execution Version LIMITED GUARANTEE Limited Guarantee Guarantor Guaranteed Party Merger Agreement Parent Merger Sub This Limited Guarantee, dated as of December 15, 2015 (this “ Limited Guarantee Section 8.2(c) provided Maximum Amount 1. Terms of Limited Guarantee 2. provided Other Guarantor (a) This Limited Guarantee is one of payment, not collection, and a separate action or actions may be brought] [CONSORTIUM AGREEMENT THIS CONSORTIUM AGREEMENT is made as of June 12, Agreement Chairman Skillgreat Chairman Parties Fosun Entities Sequoia Entities Investor Entities Party Parties Transaction Target Exchange Act WHEREAS, the Parties propose to undertake an acquisition transaction (the “ Holdco WHEREAS, (a) in connection with the Transaction, the Parties propose to form a new company (“ Merger Sub Closing Surviving] [Execution Version INTERIM INVESTORS AGREEMENT Agreement Parent Merger Sub This Interim Investors Agreement (the “ RECITALS Company Merger Agreement Merger WHEREAS, on the date hereof, Bona Film Group Limited, an exempted company with limited liability incorporated under the Laws of the Cayman Islands (the “ Equity Investors Equity Commitment Letter Equity Commitment Letters Equity Commitment Equity Commitments Rollover Investors, Investors] []

By | 2016-03-14T06:01:35+00:00 December 22nd, 2015|Categories: BONA, Chinese Stocks, Webplus ver|Tags: , , , , , |0 Comments
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YOKU [YOUKU TUDOU] SC 13E3: (Original Filing)

[Use these links to rapidly review the document PRELIMINARY PROXY STATEMENT OF THE COMPANY Youku Tudou Inc. Shareholders of Youku Tudou Inc. Re: Notice of Extraordinary General Meeting of Shareholders Dear Shareholder: You are cordially invited to attend an extraordinary general meeting of the shareholders of Youku Tudou Inc. (the "Company") to be held on at (Hong Kong time). The] [DISCUSSION MATERIALS November 6, 2015 Key transaction metrics 2 DISCUSSION MATERIALS Source: Company filings, Factset Note: USD/RMB=6.3566 1 Debt - cash and cash equivalents - restricted cash - short term investments as of June 30, 2015 2 Long-term investments as of June 30, 2015 3 VWAP calculation based on unaffected share price till October 15, 2015, the last trading day] [CONFIDENTIAL AGREEMENT Agreement This AGREEMENT (this “ Company AIL Yunfeng Parties Party SSA WHEREAS, the Parties are the parties to the Amended and Restated Share Purchase and Shareholders Agreement dated as of May 21, 2014 (the “ Merger Agreement Yankee Merger Sub Merger Yankee Shares Yankee ADSs WHEREAS, the Company proposes to enter into an agreement and plan of merger] []

By | 2016-03-20T22:16:14+00:00 November 30th, 2015|Categories: Chinese Stocks, SEC Original, YOKU|Tags: , , , , , |0 Comments
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YOKU [YOUKU TUDOU] SC 13E3: Use these links to rapidly review the document

[Use these links to rapidly review the document PRELIMINARY PROXY STATEMENT OF THE COMPANY Youku Tudou Inc. Shareholders of Youku Tudou Inc. Re: Notice of Extraordinary General Meeting of Shareholders Dear Shareholder: You are cordially invited to attend an extraordinary general meeting of the shareholders of Youku Tudou Inc. (the "Company") to be held on at (Hong Kong time). The] [DISCUSSION MATERIALS November 6, 2015 Key transaction metrics 2 DISCUSSION MATERIALS Source: Company filings, Factset Note: USD/RMB=6.3566 1 Debt - cash and cash equivalents - restricted cash - short term investments as of June 30, 2015 2 Long-term investments as of June 30, 2015 3 VWAP calculation based on unaffected share price till October 15, 2015, the last trading day] [CONFIDENTIAL AGREEMENT Agreement This AGREEMENT (this “ Company AIL Yunfeng Parties Party SSA WHEREAS, the Parties are the parties to the Amended and Restated Share Purchase and Shareholders Agreement dated as of May 21, 2014 (the “ Merger Agreement Yankee Merger Sub Merger Yankee Shares Yankee ADSs WHEREAS, the Company proposes to enter into an agreement and plan of merger] []

By | 2016-03-20T22:17:37+00:00 November 30th, 2015|Categories: Chinese Stocks, Webplus ver, YOKU|Tags: , , , , , |0 Comments
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MR [Mindray Medical International] SC 13E3: (Original Filing)

[Mindray Medical International Limited _______, _______ Shareholders of Mindray Medical International Limited Re: Notice of Extraordinary General Meeting of Shareholders Dear Shareholder: You are cordially invited to attend an extraordinary general meeting of shareholders of Mindray Medical International Limited (the “Company”) to be held on ________, ________ at ______ a.m. (Hong Kong Time). The meeting will be held at the] [Commitment Letter STRICTLY Private and confidential SOLID UNION LIMITED Cricket Square, Hutchins Drive, PO Box 12681, Grand Cayman, KY1-1111 Attention: Li Xiting November 3, 2015 Dear Sirs: you Borrower Bank of China we us Mandated Lead Arrangers Merger Target SOLID UNION LIMITED (“ Facility Transactions In connection with the Merger, we understand that you wish to obtain a senior secured] [Draft & Preliminary Project Apollo PRELIMINARY FINANCIAL ANALYSIS DISCUSSION MATERIALS OCTOBER 2015 CONFIDENTIAL Draft & Preliminary Table of Contents PROJECT APOLLO CONFIDENTIAL I TRANSACTION OVERVIEW 1 II REVIEW OF MANAGEMENT PROJECTIONS 4 III PRELIMINARY FINANCIAL ANALYSIS 5 APPENDICES A Additional Apollo Information 8 B Additional Valuation Materials 9 C WACC Analysis 11 D Premium Paid Analysis 12 Draft & Preliminary] [Project Apollo FINANCIAL ANALYSIS DISCUSSION MATERIALS NOVEMBER 2015 CONFIDENTIAL Table of Contents PROJECT APOLLO CONFIDENTIAL I TRANSACTION OVERVIEW 1 II REVIEW OF MANAGEMENT PROJECTIONS 4 III FINANCIAL ANALYSIS 5 APPENDICES A Additional Apollo Information 8 B Additional Valuation Materials 9 C WACC Analysis 11 D Premium Paid Analysis 12 I Transaction Overview PROJECT APOLLO Overview of The Buyer Group’s Offer] []

By | 2016-03-28T23:26:52+00:00 November 16th, 2015|Categories: Chinese Stocks, MR, SEC Original|Tags: , , , , , |0 Comments
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MR [Mindray Medical International] SC 13E3: Mindray Medical International Limited _______, _______ Shareholders of

[Mindray Medical International Limited _______, _______ Shareholders of Mindray Medical International Limited Re: Notice of Extraordinary General Meeting of Shareholders Dear Shareholder: You are cordially invited to attend an extraordinary general meeting of shareholders of Mindray Medical International Limited (the “Company”) to be held on ________, ________ at ______ a.m. (Hong Kong Time). The meeting will be held at the] [Commitment Letter STRICTLY Private and confidential SOLID UNION LIMITED Cricket Square, Hutchins Drive, PO Box 12681, Grand Cayman, KY1-1111 Attention: Li Xiting November 3, 2015 Dear Sirs: you Borrower Bank of China we us Mandated Lead Arrangers Merger Target SOLID UNION LIMITED (“ Facility Transactions In connection with the Merger, we understand that you wish to obtain a senior secured] [Draft & Preliminary Project Apollo PRELIMINARY FINANCIAL ANALYSIS DISCUSSION MATERIALS OCTOBER 2015 CONFIDENTIAL Draft & Preliminary Table of Contents PROJECT APOLLO CONFIDENTIAL I TRANSACTION OVERVIEW 1 II REVIEW OF MANAGEMENT PROJECTIONS 4 III PRELIMINARY FINANCIAL ANALYSIS 5 APPENDICES A Additional Apollo Information 8 B Additional Valuation Materials 9 C WACC Analysis 11 D Premium Paid Analysis 12 Draft & Preliminary] [Project Apollo FINANCIAL ANALYSIS DISCUSSION MATERIALS NOVEMBER 2015 CONFIDENTIAL Table of Contents PROJECT APOLLO CONFIDENTIAL I TRANSACTION OVERVIEW 1 II REVIEW OF MANAGEMENT PROJECTIONS 4 III FINANCIAL ANALYSIS 5 APPENDICES A Additional Apollo Information 8 B Additional Valuation Materials 9 C WACC Analysis 11 D Premium Paid Analysis 12 I Transaction Overview PROJECT APOLLO Overview of The Buyer Group’s Offer] []

By | 2016-03-28T23:27:44+00:00 November 16th, 2015|Categories: Chinese Stocks, MR, Webplus ver|Tags: , , , , , |0 Comments
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