Image Frame Investment (HK) Limited made an offer to acquire Leyou Technologies Holdings Limited (SEHK:1089) from Novel New Limited, Port New Limited, LaGuardia Venture Limited, Li Yang, Yuk Kwok Cheung Charles and others for HKD 10.2 billion on August 27, 2020. Under the terms of the transaction, Image Frame will acquire the shares for a consideration of HKD 3.3219 per share. In addition, Image Frame has made an offer to acquire the outstanding options of Leyou Technologies. Image Frame intends to finance the entire cash amount required from its internal cash resources. As of August 27, 2020, Port New, Novel New, Li Yang and LaGuardia have entered into controlling shareholder irrevocable undertaking in favor of the offeror. The transaction is subject to approval by majority shareholders of Leyou representing not less than 75%, sanction of the transaction by the Grand Court, all authorizations from governmental authorities in Canada, US, Germany, Austria and any other relevant jurisdiction, approval of antitrust authorities, and all necessary statutory and regulatory approvals. As of September 8, 2020, the time limit for dispatching the Scheme Document has been extended from September 17, 2020 to November 9, 2020. As of October 7, 2020, Federal Trade Commission granted early termination of waiting period for antitrust review. As of October 8, 2020, the dispatch date of November 9, 2020 has been approved. The court meeting and extraordinary general meeting of the shareholders will be held on December 11, 2020. The independent board committee formed for the transaction to make a recommendation to the shareholders. The independent board committee considers that the terms of the proposal and the scheme are fair and reasonable. The Option Offer will become unconditional immediately upon the Scheme becoming effective and prior to the listing of the Shares being withdrawn from the Stock Exchange. As of December 11, 2020, transaction has been approved by the shareholders of Leyou Technologies Holdings Limited. As of December 18, 2020, the scheme was sanctioned without modification by the Grand Court. As of December 21, 2020, offeror has received full acceptance of the Option Offer from all the Option holders. Except for the Registration, all the conditions required to complete the transaction have been fulfilled or waived. Registration is expected to be completed by December 21, 2020. The long stop date for transaction is December 31, 2020. The offer period will be ending on December 21, 2020. Moelis & Company Asia Limited acted as financial advisor to Leyou Technologies Holdings and Optima Capital Limited acted as financial advisor to independent Board committee of Leyou Technologies Holdings. Merrill Lynch (Asia Pacific) Limited acted as financial advisor to Image Frame. Latham & Watkins (Hong Kong) acted as legal advisor to Image Frame. Li Chen and Max Hua of Shearman & Sterling LLP, Hong Kong Division, Jordan Altman, Emma Maconick, Larry Crouch, John M. Beahn, Brian G. Burke, John J. Cannon, Robert S. LaRussa and Jonathan Cheng of Shearman & Sterling LLP and Mathias Stöcker of Shearman & Sterling LLP acted as legal advisor to Leyou Technologies. BofA Securities, Inc. acted as financial advisor to Image Frame Investment (HK) Limited.