[LOCK-UP AGREEMENT December 4 , 2013 Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013 J.P. Morgan Securities LLC Credit Suisse Securities (USA) LLC Eleven Madison Avenue New York, New York 10010 Initial Purchasers (the Re: SouFun Holdings Limited Offering of 2.00 % Convertible Senior Notes due 2018 Ladies and Gentlemen: Purchase Agreement Company Placement %]
[LOCK-UP AGREEMENT December 4 , 2013 Citigroup Global Markets Inc. 388 Greenwich Street New York, New York 10013 J.P. Morgan Securities LLC Credit Suisse Securities (USA) LLC Eleven Madison Avenue New York, New York 10010 Initial Purchasers (the Re: SouFun Holdings Limited Offering of 2.00 % Convertible Senior Notes due 2018 Ladies and Gentlemen: Purchase Agreement Company Placement %]
[Joint Filing Agreement [Remainder of this page is intentionally left blank.] Jianyu Yang Shanghai Hui Fu Science and Technology Development Co., Ltd. Jianyu Yang Director Cherrylane Investments Limited Jianyu Yang Director Daketala International Investment Holdings Ltd. Jianyu Yang Director Zheng Cheng CZY Investments Limited Zheng Cheng Director Shanghai Jian Qian Science and Technology Development Co., Ltd. Zheng Cheng Director] [US$71,827,050.45 FACILITY AGREEMENT dated 8 November 2013 between MORGANCREEK INVESTMENT HOLDINGS LIMITED as Borrower MR. JIANYU YANG as Personal Guarantor MR. ZHENG CHENG as Personal Guarantor and GOPHER INVESTMENT FUND SPC for the account of GOPHER FINANCING FUND SP as Lender Skadden, Arps, Slate, Meagher & Flom 42/F, Edinburgh Tower The Landmark 15 Queens Road Central Hong Kong CONTENTS CLAUSE] [AMENDMENT th Dated 27 to the US$71,827,050.45 FACILITY AGREEMENT dated 8 November 2013 between MORGANCREEK INVESTMENT HOLDINGS LIMITED as Borrower MR. JIANYU YANG as Personal Guarantor MR. ZHENG CHENG as Personal Guarantor and GOPHER INVESTMENT FUND SPC for the account of GOPHER FINANCING FUND SP as Lender Skadden, Arps, Slate, Meagher & Flom 42/F, Edinburgh Tower The Landmark 15 Queens] [Equitable Mortgage Over Shares in Concord Medical Services Holdings Limited 25 November 2013 MORGANCREEK INVESTMENT HOLDINGS LIMITED (as Mortgagor) and GOPHER INVESTMENT FUND SPC for the account of Gopher Financing Fund SP (as Mortgagee) This equitable mortgage over shares (this Mortgage) th Between: (1) MORGANCREEK INVESTMENT HOLDINGS LIMITED Mortgagor (2) GOPHER INVESTMENT FUND SPC for the account of Gopher Financing] [DATED 25 NOVEMBER 2013 MORGANCREEK INVESTMENT HOLDINGS LIMITED as Chargor and GOPHER INVESTMENT FUND SPC for the account of Gopher Financing Fund SP as Chargee BORROWER ACCOUNT CHARGE CONTENTS Clause Page 1. Definitions and Interpretation 1 2. 3 3. Charge Over Cash and Securities Account 3 4. Perfection of Security 4 5. Operation of the Charged Account 4 6. Further] [DATED 29 NOVEMBER 2013 (1) MORGANCREEK INVESTMENT HOLDINGS LIMITED (2) CARLYLE ASIA GROWTH PARTNERS III, L.P. EQUITABLE SHARE MORTGAGE IN RESPECT OF SHARES OF CONCORD MEDICAL SERVICES HOLDINGS LIMITED THE TAKING OR SENDING BY ANY PERSON OF AN ORIGINAL OF THIS DOCUMENT INTO THE CAYMAN ISLANDS MAY GIVE RISE TO THE IMPOSITION OF CAYMAN ISLANDS STAMP DUTY REF: AOD/ESL/C4605-H08926 TABLE] [DATED 29 NOVEMBER 2013 (1) MORGANCREEK INVESTMENT HOLDINGS LIMITED (2) CICC SUN COMPANY LIMITED EQUITABLE SHARE MORTGAGE IN RESPECT OF SHARES OF CONCORD MEDICAL SERVICES HOLDINGS LIMITED THE TAKING OR SENDING BY ANY PERSON OF AN ORIGINAL OF THIS DOCUMENT INTO THE CAYMAN ISLANDS MAY GIVE RISE TO THE IMPOSITION OF CAYMAN ISLANDS STAMP DUTY TABLE OF CONTENTS CLAUSE PAGE] [DATED 29 NOVEMBER 2013 (1) MORGANCREEK INVESTMENT HOLDINGS LIMITED (2) PERFECT KEY HOLDINGS LIMITED EQUITABLE SHARE MORTGAGE IN RESPECT OF SHARES OF CONCORD MEDICAL SERVICES HOLDINGS LIMITED THE TAKING OR SENDING BY ANY PERSON OF AN ORIGINAL OF THIS DOCUMENT INTO THE CAYMAN ISLANDS MAY GIVE RISE TO THE IMPOSITION OF CAYMAN ISLANDS STAMP DUTY TABLE OF CONTENTS CLAUSE PAGE] [SHARE CHARGE THIS SHARE CHARGE By and Among: (1) Chargor Morgancreek Investment Holdings Limited, a company organized under the laws of the British Virgin Islands (the (2) Chargee Starr Investments Cayman II, Inc., a corporation organized under the laws of the Cayman Islands (the Party Parties Each of the Chargor and the Chargee is hereinafter referred to as] [SCHEDULE 13D CUSIP No. Page 2 of 19 Pages 1 NAME OF REPORTING PERSONS Jianyu Yang 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) x ¨ (a) 3]
[Joint Filing Agreement [Remainder of this page is intentionally left blank.] Jianyu Yang Shanghai Hui Fu Science and Technology Development Co., Ltd. Jianyu Yang Director Cherrylane Investments Limited Jianyu Yang Director Daketala International Investment Holdings Ltd. Jianyu Yang Director Zheng Cheng CZY Investments Limited Zheng Cheng Director Shanghai Jian Qian Science and Technology Development Co., Ltd. Zheng Cheng Director] [US$71,827,050.45 FACILITY AGREEMENT dated 8 November 2013 between MORGANCREEK INVESTMENT HOLDINGS LIMITED as Borrower MR. JIANYU YANG as Personal Guarantor MR. ZHENG CHENG as Personal Guarantor and GOPHER INVESTMENT FUND SPC for the account of GOPHER FINANCING FUND SP as Lender Skadden, Arps, Slate, Meagher & Flom 42/F, Edinburgh Tower The Landmark 15 Queens Road Central Hong Kong CONTENTS CLAUSE] [AMENDMENT th Dated 27 to the US$71,827,050.45 FACILITY AGREEMENT dated 8 November 2013 between MORGANCREEK INVESTMENT HOLDINGS LIMITED as Borrower MR. JIANYU YANG as Personal Guarantor MR. ZHENG CHENG as Personal Guarantor and GOPHER INVESTMENT FUND SPC for the account of GOPHER FINANCING FUND SP as Lender Skadden, Arps, Slate, Meagher & Flom 42/F, Edinburgh Tower The Landmark 15 Queens] [Equitable Mortgage Over Shares in Concord Medical Services Holdings Limited 25 November 2013 MORGANCREEK INVESTMENT HOLDINGS LIMITED (as Mortgagor) and GOPHER INVESTMENT FUND SPC for the account of Gopher Financing Fund SP (as Mortgagee) This equitable mortgage over shares (this Mortgage) th Between: (1) MORGANCREEK INVESTMENT HOLDINGS LIMITED Mortgagor (2) GOPHER INVESTMENT FUND SPC for the account of Gopher Financing] [DATED 25 NOVEMBER 2013 MORGANCREEK INVESTMENT HOLDINGS LIMITED as Chargor and GOPHER INVESTMENT FUND SPC for the account of Gopher Financing Fund SP as Chargee BORROWER ACCOUNT CHARGE CONTENTS Clause Page 1. Definitions and Interpretation 1 2. 3 3. Charge Over Cash and Securities Account 3 4. Perfection of Security 4 5. Operation of the Charged Account 4 6. Further] [DATED 29 NOVEMBER 2013 (1) MORGANCREEK INVESTMENT HOLDINGS LIMITED (2) CARLYLE ASIA GROWTH PARTNERS III, L.P. EQUITABLE SHARE MORTGAGE IN RESPECT OF SHARES OF CONCORD MEDICAL SERVICES HOLDINGS LIMITED THE TAKING OR SENDING BY ANY PERSON OF AN ORIGINAL OF THIS DOCUMENT INTO THE CAYMAN ISLANDS MAY GIVE RISE TO THE IMPOSITION OF CAYMAN ISLANDS STAMP DUTY REF: AOD/ESL/C4605-H08926 TABLE] [DATED 29 NOVEMBER 2013 (1) MORGANCREEK INVESTMENT HOLDINGS LIMITED (2) CICC SUN COMPANY LIMITED EQUITABLE SHARE MORTGAGE IN RESPECT OF SHARES OF CONCORD MEDICAL SERVICES HOLDINGS LIMITED THE TAKING OR SENDING BY ANY PERSON OF AN ORIGINAL OF THIS DOCUMENT INTO THE CAYMAN ISLANDS MAY GIVE RISE TO THE IMPOSITION OF CAYMAN ISLANDS STAMP DUTY TABLE OF CONTENTS CLAUSE PAGE] [DATED 29 NOVEMBER 2013 (1) MORGANCREEK INVESTMENT HOLDINGS LIMITED (2) PERFECT KEY HOLDINGS LIMITED EQUITABLE SHARE MORTGAGE IN RESPECT OF SHARES OF CONCORD MEDICAL SERVICES HOLDINGS LIMITED THE TAKING OR SENDING BY ANY PERSON OF AN ORIGINAL OF THIS DOCUMENT INTO THE CAYMAN ISLANDS MAY GIVE RISE TO THE IMPOSITION OF CAYMAN ISLANDS STAMP DUTY TABLE OF CONTENTS CLAUSE PAGE] [SHARE CHARGE THIS SHARE CHARGE By and Among: (1) Chargor Morgancreek Investment Holdings Limited, a company organized under the laws of the British Virgin Islands (the (2) Chargee Starr Investments Cayman II, Inc., a corporation organized under the laws of the Cayman Islands (the Party Parties Each of the Chargor and the Chargee is hereinafter referred to as] [SCHEDULE 13D CUSIP No. Page 2 of 19 Pages 1 NAME OF REPORTING PERSONS Jianyu Yang 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) x ¨ (a) 3]
[November 20, 2013 iSoftStone Holdings Limited East Bldg. 16, Courtyard #10 Xibeiwang East Road, Haidian District Beijing 100193 Peoples Republic of China Attention: Independent Committee of the Board of Directors Company RE: Offer to Purchase Shares of iSoftStone Holdings Limited (the Dear Members of the Independent Committee: Teng Yue Partners Shares Offer Offer Price As you are aware, Teng] [CUSIP No. 46489B108 13D/A 1 NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Teng Yue Partners, L.P. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* ¨ ¨ (a) 3 SEC USE ONLY 4 SOURCE OF FUNDS* AF/OO 5]
[November 20, 2013 iSoftStone Holdings Limited East Bldg. 16, Courtyard #10 Xibeiwang East Road, Haidian District Beijing 100193 Peoples Republic of China Attention: Independent Committee of the Board of Directors Company RE: Offer to Purchase Shares of iSoftStone Holdings Limited (the Dear Members of the Independent Committee: Teng Yue Partners Shares Offer Offer Price As you are aware, Teng] [CUSIP No. 46489B108 13D/A 1 NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Teng Yue Partners, L.P. 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* ¨ ¨ (a) 3 SEC USE ONLY 4 SOURCE OF FUNDS* AF/OO 5]
[KIND UNITED HOLDINGS LIMITED WILLIS PLUS LIMITED CHENG CHUNG HING, RICKY LEUNG MOON LAM EX-99.1 2 d638881dex991.htm EX-99.1] [SHARE PURCHASE AND SALE AGREEMENT Kudos Limited B.V.I. Cheng Chung Hing December 4, 2013 This Share Purchase and Sale Agreement (Agreement) is made and entered into by and among 1. Agreement of Purchase and Sale. 5,744,323 Upon the terms of and subject to the conditions set forth in this Agreement, the Selling Shareholder hereby agrees to sell, assign, transfer and] [CUSIP No. G3163G104 1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Kind United Holdings Limited 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) ¨ ¨ (a) 3. SEC USE ONLY 4. SOURCE OF FUNDS (see instructions) WC 5. ¨]
[KIND UNITED HOLDINGS LIMITED WILLIS PLUS LIMITED CHENG CHUNG HING, RICKY LEUNG MOON LAM EX-99.1 2 d638881dex991.htm EX-99.1] [SHARE PURCHASE AND SALE AGREEMENT Kudos Limited B.V.I. Cheng Chung Hing December 4, 2013 This Share Purchase and Sale Agreement (Agreement) is made and entered into by and among 1. Agreement of Purchase and Sale. 5,744,323 Upon the terms of and subject to the conditions set forth in this Agreement, the Selling Shareholder hereby agrees to sell, assign, transfer and] [CUSIP No. G3163G104 1. NAMES OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY) Kind United Holdings Limited 2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (see instructions) ¨ ¨ (a) 3. SEC USE ONLY 4. SOURCE OF FUNDS (see instructions) WC 5. ¨]
[SS OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON DCM V, L.P. (“DCM V”) 2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) (b) 3 SEC USE ONLY 4 CITIZENSHIP OR PLACE OF ORGANIZATION Cayman Islands NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH 5 SOLE VOTING POWER 3,231,361 ordinary shares (“Ordinary Shares”), except that DCM]
[CUSIP No. G 39300 101 (1) NAME OF REPORTING PERSONS I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (entities only) Merle A. Hinrichs (2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (See Instructions) ¨ þ (a) (3) SEC USE ONLY (4) SOURCE OF FUNDS N/A (5) ¨ (6) CITIZENSHIP OR PLACE OF ORGANIZATION Saint Kitts and Nevis Number of]
