Slaughter and May advised Alibaba on its strategic cooperation, and the reorganisation of its joint venture, with E-house (China) Enterprise Holdings Limited
Slaughter and May, Hong Kong, advised Alibaba Group Holding Limited (Alibaba) in relation to its strategic cooperation with E-House (China) Enterprise Holdings Limited (E-House), a company listed on the Hong Kong Stock Exchange, and the reorganisation of TM Home Limited (TM Home), a joint venture company indicatively valued at RMB1,843 million (US$285 million) and held by Alibaba and E-House as to 85% and 15%, respectively, prior to the reorganisation. The reorganisation involved the acquisition by TM Home of assets (valued at approximately HK$2,559 million (US$329 million)) from the E-House group in consideration of new shares to be issued by TM Home to the E-House group. Upon completion of the reorganisation, TM Home was held by Alibaba and E-House as to approximately 30% and 70%, respectively. The transaction was announced on 1 September 2021 and was completed on 24 November 2021. This represents a restructuring of the transaction involving TM Home previously announced by E-House on 28 April 2021.
Further, E-House and a wholly-owned subsidiary of Alibaba entered into an agreement which provides for strategic cooperation between the parties, including the provision by Alibaba to E-House of technical, product, data and operational support to enhance E-House’s digital and online marketing capabilities.
Alibaba currently holds 8.32% of the issued share capital of E-House and convertible note in the principal amount of HK$1,032 million (US$133 million) which is convertible into shares representing 5.69% of the current issued share capital of E-House.
Alibaba, whose American depositary shares are listed on the New York Stock Exchange and whose ordinary shares are listed on the Hong Kong Stock Exchange, is the world’s largest online and mobile commerce company.
E-House, a company incorporated in the Cayman Islands and listed on the Hong Kong Stock Exchange, is a real estate transaction service provider in China, mainly offering real estate agency services in the primary market, real estate data and consulting services and real estate brokerage network services.
TM Home, through one of its wholly-owned subsidiaries, has the exclusive right to operate the Tmall Haofang (天貓好房) online real estate marketing and transaction platform.