Going-private Transaction Shareholder Approval Announced for LJ International
LJ International Inc. ("LJI" or the "Company"; NASDAQ: JADE), a company incorporated in the British Virgin Islands and a leading colored gemstone and diamond jeweler with retail and wholesale businesses, today announced that at an extraordinary general meeting of shareholders held today (the "EGM"), the Company's shareholders voted in favor of the proposal to approve and authorize the previously announced agreement and plan of merger dated March 22, 2013, among Flora Bloom Holdings, an exempted company with limited liability incorporated under the laws of the Cayman Islands ("Parent"), Flora Fragrance Holdings Limited, a business company with limited liability incorporated under the laws of the British Virgin Islandsand wholly owned by Parent ("Merger Sub"), and the Company (the "Merger Agreement"), pursuant to which Merger Sub will be merged with and into the Company, with the Company surviving the merger as a wholly-owned subsidiary of Parent (the "Merger").
Approximately 68.6% of the Company's total outstanding shares were voted in person or by proxy at the EGM. Of these shares voted in person or by proxy at the EGM, more than 83% were voted in favor of the approval and authorization of the Merger Agreement, the plan of merger and the transactions contemplated by the merger agreement, including the merger.
The parties expect to complete the Merger later this month, subject to the satisfaction or waiver of the conditions set forth in the Merger Agreement. Upon completion of the Merger, the Company will become a privately-held company and its shares will no longer be listed on the NASDAQ Global Market.
Houlihan Lokey (China) Limited is serving as financial advisor to the Special Committee. Akin Gump Strauss Hauer & Feld LLP is serving as United States legal advisor to the Special Committee and Maples and Calder is serving asBritish Virgin Islands legal advisor to the Special Committee. Andrew N. Bernstein, P.C. and Han Kun Law Offices are serving as United States and PRC legal advisors to the Company, respectively.
Fried, Frank, Harris, Shriver & Jacobson LLP is serving as United States legal advisor to the buyer group. Conyers Dill & Pearman and King & Wood Mallesons are serving as British Virgin Islands and PRC legal advisors to the buyer group, respectively. Sidley Austin LLP is serving as United States legal advisor to Mr. Yu Chuan Yih, Chairman of the Company's Board of Directors, President and Chief Executive Officer.
About LJ International Inc.
LJ International Inc. (LJI) (NASDAQ: JADE) is engaged in the designing, branding, marketing and distribution of its full range of jewelry. It has built its global business on a vertical integration strategy, and an unwavering commitment to quality and service. Through its China-based ENZO retail chain stores, LJI is now a major presence in China's fast-growing retail jewelry market. As a wholesaler, it distributes to fine jewelers, department stores, national jewelry chains and electronic and specialty retailers throughout North America and Western Europe. Its product lines incorporate all major categories, including earrings, necklaces, pendants, rings and bracelets. For more information about the Company, visit the Company's website at www.ljintl.com.
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