Approximately 98.86% of the ordinary shares voted in person or by proxy at the meeting were voted in favor of the proposal to authorize and approve the Merger Agreement, the Plan of Merger and the transactions contemplated thereby, including the Merger.
BEIJING – Qunar Cayman Islands Limited, one of China’s leading mobile and online travel platform, announced that, at an extraordinary general meeting, the Company’s shareholders voted in favor of, among others, the proposal to authorize and approve the previously announced agreement and plan of merger dated as of October 19, 2016 (the “Merger Agreement”), by and among the Company, Ocean Management Holdings Limited (“Parent”) and Ocean Management Merger Sub Limited (“Merger Sub”), a wholly owned subsidiary of Parent, the plan of merger required to be filed with the Registrar of Companies of the Cayman Islands, substantially in the form attached as Annex A to the Merger Agreement (the “Plan of Merger”), and the transactions contemplated thereby, including the Merger. Pursuant to the Merger Agreement, Merger Sub will merge with and into the Company with the Company continuing as the surviving company and a wholly owned subsidiary of Parent in accordance with Cayman Islands Companies Law(the “Merger”).
Approximately 98.86% of the ordinary shares voted in person or by proxy at the meeting were voted in favor of the proposal to authorize and approve the Merger Agreement, the Plan of Merger and the transactions contemplated thereby, including the Merger. A two-thirds majority of the voting power represented by the shares of the Company present and voting in person or by proxy at the extraordinary general meeting was required for approving the Merger.
Completion of the Merger is subject to the satisfaction or waiver of the conditions set forth in the Merger Agreement. The Company will work with the other parties to the Merger Agreement to satisfy all other conditions precedent to the Merger set forth in the Merger Agreement and complete the Merger as quickly as possible. If and when completed, the Merger will result in the Company becoming a privately held company and its American depositary shares, each representing three Class B ordinary shares of the Company, will no longer be listed on the NASDAQ Stock Market.
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