Ctrip.com International Ltd. (NasdaqGS:CTRP), Poly Victory Investments Limited, BTG Hotels (Group) Co., Ltd. (SHSE:600258), Neil Nanpeng Shen Co-Founder and Co-Chairman, James Jianzhang Liang, Co-Founder and Director and David Jian Sun, Chief Executive Officer and Director of Homeinns, made a preliminary non-binding proposal to acquire the remaining 65% stake in Homeinns Hotel Group (NasdaqGS:HMIN) from SIG Asia Investments, LLLP and others for approximately $1 billion in cash on June 11, 2015. Under the terms, buyer consortium offered $32.81 per American depositary share of Homeinns. Buyer consortium currently beneficially own approximately 35% of the ordinary shares of Homeinns Hotel. Buyer consortium will finance the acquisition with a combination of debt and equity capital. Equity financing will be provided by the buyer consortium in the form of cash and rollover equity in Homeinns Hotel. A debt financing is expected to be provided by loans from third party financial institutions. The transaction is subject to definitive agreements. The Board of Homeinns Hotel has formed a special committee comprised of three independent, disinterested directors, Kenneth Gaw, Terry Yongmin Hu and Arthur M. Wang to consider the proposal.

As of December 6, 2015, Ctrip.com International Ltd. (NasdaqGS:CTRP), Poly Victory Investments Limited, BTG Hotels (Group) Co., Ltd. (SHSE:600258), Neil Nanpeng Shen Co-Founder and Co-Chairman, James Jianzhang Liang, Co-Founder and Director and David Jian Sun, Chief Executive Officer and Director of Homeinns entered into an agreement to acquire the remaining 65% stake in Homeinns Hotel Group (NasdaqGS:HMIN) from SIG Asia Investments, LLLP and others. Under the terms of the agreement, the buyer consortium offered a revised consideration of $35.8 per American depositary share of Homeinns. BTG Hotels and Holdco intend to fund the Merger through the proceeds from a committed loan facility of up to $1.2 billion from Industrial and Commercial Bank of China Limited pursuant to a debt commitment letter. The acquisition is subject to approval of Homeinns Hotel shareholders, regulatory approvals, approval of BTG Hotels' shareholders and other customary closing conditions. The transaction is expected to close during the first half of 2016. As of February 23, 2016, Homeinns Hotel Group announced an extraordinary general meeting of shareholders to be held on March 25, 2016. Institutional Shareholder Services Inc. and Egan-Jones Proxy Services have recommended that Homeinns shareholders vote for the transaction. ISS and Egan-Jones are leading independent international proxy advisory firms on March 7, 2016. On March 9, 2016, it was announced that Glass Lewis & Co., LLC has recommended that Homeinns shareholders vote for, among other proposals, the acquisition by Ctrip.com International Ltd. and others of remaining 65% stake in Homeinns Hotel. As of March 25, 2016, the deal has been approved by the shareholders of Homeinns Hotel Group. On December 5, 2015, under the recommendation of Homeinns Hotel Group's special committee, Homeinns Hotel Group's directorate approved this major cash acquisition transaction. On December 6, 2015, BTG Hotels' directorate approved this major cash acquisition transaction. On December 25, 2015, the State-owned Assets Supervision and Administration Commission of Beijing issued the reply on the approval of BTG Hotels (Group) Co., Ltd.'s major asset reorganization plan. On January 15, 2016, BTG Hotels' shareholders' meeting approved the deal. On March 8, 2016, the Ministry of Commerce issued the approval. On March 25, 2016, Homeinns Hotel Group held its shareholders' meeting, approved this major cash acquisition transaction. On December 3, 2015, Smart Master International Limited's shareholders approved to transfer all shares in Homeinns Hotel Group held by Smart Master to BTG Hotels. On December 2, 2015, Ctrip Travel Information Technology (Shanghai) Co., Ltd.'s shareholders made a shareholder decision, decided to transfer all stake in Homeinns Hotel Group held by Ctrip Shanghai to BTG. On December 3, 2015, Peace Unity Investments Limited's shareholders aproved to transfer all shares in Homeinns Hotel Group held by Peace Unity to BTG, and approved to sign the deal. On December 3, 2015, Wise Kingdom Group Limited's shareholders approved to transfer all shares in Homeinns Hotel Group held by Wise Kingdom to BTG, and approved to sign the deal.

Credit Suisse Securities (USA) LLC acted as financial advisor and Kathryn King Sudol, Katie Sudol, Wei Li and Sonya Ho of Simpson Thacher & Bartlett LLP acted as legal advisor for committee of independent directors of Homeinns Hotel Group. Ke Geng of O'Melveny & Myers LLP acted as legal advisor to HomeInns Hotel. Maples and Calder Cayman served as legal counsel to the Special Committee and Homeinns Hotel, and Fangda Partners is serving as legal counsel to the Special Committee. Huatei & Finance Law Offices is serving as legal counsel to Homeinns Hotel. Z. Julie Gao, Michael Gisser, Clive Rough and Will Cai of Skadden, Arps, Slate, Meagher & Flom acted as legal advisors for buyer consortium. Huatai United Securities Co., Ltd., CITIC Securities Co., Ltd. and UBS AG Hong Kong Branch served as the financial advisors to the buyer consortium. Jun He Law Offices and East & Concord Partners and Walkers served as legal counsel to the buyer consortium. Cara O'Brien at FTI Consulting acted as PR advisor for the transaction. Michael G. DeSombre, Stephen M. Kotran and Ching-Yang Lin of Sullivan & Cromwell acted as legal advisors for Credit Suisse.