Davis Polk Advises Wumart Stores on Its Proposed Acquisition of Minority Interest and Assets of C.P. Lotus and Issue of New H Shares to C.P. Lotus and Ascendent Capital

Davis Polk is advising Wumart Stores, Inc in connection with its proposed acquisition of a minority interest and assets of C.P. Lotus and proposed issue of shares to C.P. Lotus (the Transactions). The parties signed a framework agreement on October 15, 2013 that contains binding obligations on both parties to negotiate in good faith to enter into definitive documentation in respect of the Transactions. In addition, Wumart and an affiliate of Ascendant Capital Partners I, L.P. entered into a framework agreement in relation to the subscription by Ascendant Capital of H shares in Wumart.

Wumart is one of the leading retail store operators in China, and C.P. Lotus is the retail flagship company in China for the Charoen Pokphand Group of Thailand. The assets which Wumart will be acquiring from C.P. Lotus are the BVI subsidiaries of C.P. Lotus which hold C.P. Lotus’ operations in Beijing, Shanghai and other provinces in China (excluding Guangdong and Hunan). Wumart intends to subscribe for a 9.99% interest in C.P. Lotus on an enlarged basis. C.P. Lotus also intends to subscribe for new H shares in Wumart, representing a 13.77% interest on an enlarged basis.

The Davis Polk corporate team includes partner Paul Chow and associates Sin Joh Chuang and Stephenie Fung. Members of the Davis Polk team are based in the Hong Kong and Beijing offices.

www.davispolk.com


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