Shenzhen Beauty Star Co., Ltd. (SZSE:002243) agreed to acquire Leaguer Group Co., Ltd. from a group of sellers for CNY 5.5 billion on December 7, 2018. On June 5, 2019, Shenzhen Beauty Star signed agreement to acquire Leaguer Group Co., Ltd. from a group of sellers for CNY 5.5 billion. The consideration shall be made through share issue. Lock up period of the shares will be 6 months since issuance date. On March 29, 2019, Shenzhen Beauty Star’s 2018 annual general meeting reviewed and approved the proposal on the 2018 annual profit distribution, distributing CNY 0.50 (including tax) cash dividends to all shareholders for every 10 shares. The said equity allocation matters were completed on May 21, 2019 and the shares issuance price was revised from CNY 6.93 per share to CNY 6.88 per share. Not more than 799.7 million shares will be issued as consideration. 40% stake in Shenzhen Leaguer Kechuang Venture Capital Co., Ltd. as well as 40% stake in Shenzhen Leaguer Yingfei Venture Capital Co., Ltd. held by Leaguer Group Co.,ltd.’s subsidiary Shenzhen Leaguer Venture Capital Co., Ltd. shall be divested and will no longer be included in the target scope of the restructuring. Shenzhen Beauty Star intends to issue shares toward no more than 10 specific investors to raise supporting funds of no more than CNY 500 million whose proceeds will partially be used for Leaguer Group’s investment project. As of December 31, 2017, Leaguer Group Co., Ltd. reported total assets of CNY 5.1 billion and net assets of CNY 3.2 billion. For the year ended December 31, 2017, Leaguer Group Co., Ltd. reported revenue of CNY 282.7 million and net profit of CNY 286.9 million. The transaction is subject to a second approval from the Board of Directors of Shenzhen Beauty Star and shareholders of Shenzhen Beauty Star, subject to approval from the state-owned assets supervision and administration department and completing the filing with the state-owned assets supervision and administration department. The transaction is also subject to approval by China Securities Regulatory Commission. The transaction is already approved by the Board of Shenzhen Beauty Star and obtained in principle consent from the controlling shareholder of Shenzhen Beauty Star. The transaction is passed by the internal decision making units of the counterparties. As of June 5, 2019, the transaction obtained the authorization and approvals in principle of Shenzhen Tongchan Packaging Group Co., Ltd., parent of Shenzhen Beauty Star, approval in principle of Shenzhen Investment Holdings Co., Ltd., decision of not implementing further review of concentration of business operators issued by the anti-monopoly bureau of the State Administration for Market Regulation, approval in principle of the State-owned Assets Supervision and Administration Commission of Shenzhen Municipality and approval of the Shenzhen Beauty Star’s 8th session of the 4th Directorate meeting and 12th session of the 4th Directorate meeting. The transaction was approved by the Board of Directors of Jiangsu Hongdou Industrial Co., Ltd, the parent company of Shanghai Hongdou Junda Asset Management Co., Ltd. on the 35th temporary meeting of the 7th Board of Directors held on June 5, 2019. As of September 18, 2019, transaction was approved by the first special shareholders’ meeting for 2019. As of October 21, 2019, China Securities Regulatory Commission has approved the transaction. On November 29, 2019, CSRC re-approved the transaction and issuance of shares as consideration. The proceeds from the acquisition will be used to replenish Shenzhen Beauty Star Co., Ltd.’s working capital, to pay intermediary institution fees and other related fees, for Leaguer Group Co., Ltd.’s investment project. Ma Hengguang, Yang Shengrong and Zhang Qinqiu of Industrial Securities Co., Ltd. (SHSE:601377) acted as financial advisors, Hu Guangjian and Wang Lifeng of King & Wood Mallesons acted as legal advisors and Zhou Shanshan and Cheng Chun of Moore Stephens Da Hua acted as accountants to Shenzhen Beauty Star Co., Ltd. Shenzhen Beauty Star Co., Ltd. (SZSE:002243) completed the acquisition of Leaguer Group Co., Ltd. from a group of sellers on December 2, 2019.