0001104659-14-069837.txt : 20141003 0001104659-14-069837.hdr.sgml : 20141003 20141003062856 ACCESSION NUMBER: 0001104659-14-069837 CONFORMED SUBMISSION TYPE: SC 13D/A PUBLIC DOCUMENT COUNT: 2 FILED AS OF DATE: 20141003 DATE AS OF CHANGE: 20141003 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: CHINDEX INTERNATIONAL INC CENTRAL INDEX KEY: 0000922717 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-MEDICAL, DENTAL & HOSPITAL EQUIPMENT & SUPPLIES [5047] IRS NUMBER: 133097642 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-53133 FILM NUMBER: 141138312 BUSINESS ADDRESS: STREET 1: 4340 EAST WEST HWY STREET 2: SUITE 1100 CITY: BETHESDA STATE: MD ZIP: 20814 BUSINESS PHONE: 3012157777 MAIL ADDRESS: STREET 1: 4340 EAST WEST HWY STREET 2: SUITE 1100 CITY: BETHESDA STATE: MD ZIP: 20814 FORMER COMPANY: FORMER CONFORMED NAME: US CHINA INDUSTRIAL EXCHANGE INC DATE OF NAME CHANGE: 19940505 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Fosun Industrial Co., Ltd CENTRAL INDEX KEY: 0001448032 IRS NUMBER: 000000000 STATE OF INCORPORATION: F4 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13D/A BUSINESS ADDRESS: STREET 1: FLAT/ROOM 808 STREET 2: ICBC TOWER, 3 GARDEN ROAD CITY: HONG KONG STATE: F4 ZIP: 00000 BUSINESS PHONE: 021-63321633 MAIL ADDRESS: STREET 1: FLAT/ROOM 808 STREET 2: ICBC TOWER, 3 GARDEN ROAD CITY: HONG KONG STATE: F4 ZIP: 00000 SC 13D/A 1 a14-21632_1sc13da.htm SC 13D/A

 

 

UNITED STATES

 

 

SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, D.C. 20549

 

 

 

 

 

SCHEDULE 13D

 

 

Under the Securities Exchange Act of 1934
(Amendment No. 7)*

 

Chindex International, Inc.

(Name of Issuer)

 

Common Stock, $0.01 par value

(Title of Class of Securities)

 

169467107

(CUSIP Number)

 

 

Qiao Yang

With a copy to:

 

Fosun Industrial Co., Limited

Chengfei Ding

 

Level 54

Troutman Sanders LLP

 

Hopewell Centre

23rd Floor, CITIC Square

 

183 Queen’s Road East

Shanghai 200041, PRC

 

Hong Kong

(86)(21) 6133 8988

 

China

 

 

(86)(21) 3398 7156

 

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

 

September 29, 2014

(Date of Event Which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box o.

Note: Schedules filed in paper format shall include a signed original and five copies of the schedule, including all exhibits. See Rule 13d-7 for other parties to whom copies are to be sent.

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 



 

CUSIP No. 169467107

 

 

1.

Names of Reporting Persons
Fosun Industrial Co., Limited

 

 

2.

Check the Appropriate Box if a Member of a Group

 

 

(a)

 o

 

 

(b)

 x

 

 

3.

SEC Use Only

 

 

4.

Source of Funds
OO (see Item 3)

 

 

5.

Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(e) or 2(f)     o

 

 

6.

Citizenship or Place of Organization
Hong Kong, China

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With

7.

Sole Voting Power
0

 

8.

Shared Voting Power
0

 

9.

Sole Dispositive Power
0

 

10.

Shared Dispositive Power
0

 

 

11.

Aggregate Amount Beneficially Owned by Each Reporting Person
0

 

 

12.

Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares   o

 

 

13.

Percent of Class Represented by Amount in Row (11)
0

 

 

14.

Type of Reporting Person
CO

 

2



 


This Amendment No. 7 amends the Schedule 13D filed with the Securities and Exchange Commission (“SEC”) on June 17, 2010 (the “Original 13D”) by Fosun Industrial Co., Limited (“Fosun Industrial”) with respect to the common stock, par value $0.01 per share, of Chindex International, Inc. (the “Issuer”), as previously amended by Amendment No. 1 to the Original 13D filed with the SEC on July 7, 2010, Amendment No. 2 to the Original 13D filed with the SEC on July 30, 2010, Amendment No. 3 to the original 13D filed with the SEC on August 3, 2010, Amendment No. 4 to the Original 13D filed with the SEC on August 27, 2010, Amendment No.5 to the Original 13D filed with the SEC on February 18, 2014 and Amendment No.6 to the Original 13D filed with the SEC on April 21, 2014.  Unless otherwise stated herein, the Original 13D as amended by Amendments Nos. 1, 2, 3, 4, 5 and 6 remains in full force and effect.  Terms used therein and not defined herein have the meanings ascribed thereto in the Original 13D.

 

Item 2.  Identity Background

 

Item 2 is hereby amended and restated in its entirety to read as follows:

 

This Schedule 13D is being filed by Fosun Industrial, a corporation organized under the laws of Hong Kong, China, pursuant to Rule 13d-1(k) promulgated by the SEC under Section 13 of the Exchange Act.

 

The principal business address of Fosun Industrial is Level 54, Hopewell Centre, 183 Queen’s Road East, Hong Kong, China.

 

·        Fosun Industrial is principally engaged in investment, selling and providing consulting services for Chinese and Western medicines, diagnostic reagents and medical devices, as well as import and export business. Fosun Industrial is a wholly-owned subsidiary of Shanghai Fosun Pharmaceutical (Group) Co., Ltd. (“Fosun Pharma”);

 

·        Fosun Pharma is a leading Chinese pharmaceutical company listed on the Shanghai Stock Exchange and the Stock Exchange of Hong Kong Limited. Fosun Pharma focuses on pharmaceutical manufacturing and research and development, pharmaceutical distribution and retail, healthcare services and medical diagnosis and medical devices. Fosun Pharma is a subsidiary of, and is beneficially held approximately 39.83% by Shanghai Fosun High Technology (Group) Co., Ltd. (“Fosun High Technology”);

 

·        Fosun High Technology is principally engaged in insurance, industrial operations, investment and asset management in China. Fosun High Technology is a wholly-owned subsidiary of Fosun International Limited (“Fosun International”);

 

·        Fosun International is principally engaged in businesses including insurance, industrial operations, investment and asset management. Fosun International is a Hong Kong company, the ordinary shares of which are listed on the main board of the Stock Exchange of Hong Kong Limited. Fosun International is a subsidiary of, and is beneficially held approximately 79.6% by Fosun Holdings Limited (“Fosun Holdings”);

 

·        Fosun Holdings is a holding company without any substantive operations. Fosun Holdings is a wholly-owned subsidiary of Fosun International Holdings Ltd. (“Fosun International Holdings”); and

 

·        Fosun International Holdings is a holding company without any substantive operations. Guo Guangchang controls Fosun International Holdings and could therefore be deemed as the beneficial owner of the Common Stock held by Fosun Industrial.

 

3



 

The place of organization, principal business address and principal business of Fosun Industrial, Fosun Pharma, Fosun High Technology, Fosun International, Fosun Holdings and Fosun International Holdings is set forth in Exhibit 99.1, which is attached hereto and incorporated by reference. The name, business address, present principal employment and citizenship of Mr. Guo Guangchang and each director and executive officer of Fosun Industrial, Fosun Pharma, Fosun High Technology, Fosun International, Fosun Holdings and Fosun International Holdings is also set forth in Exhibit 99.1.

 

Fosun Industrial may be deemed to be a member of a “group,” within the meaning of Section 13(d)(3) of the Exchange Act, comprised of Fosun Industrial and the Separately Filing Persons (as defined below in Item 4). It is Fosun Industrial’s understanding that the Separately Filing Persons are filing separate Schedule 13Ds pursuant to Rule 13d-1(k)(2) under the Exchange Act.

 

During the last five years, neither Fosun Industrial nor, to Fosun Industrial’s knowledge (a) any executive officer or director of Fosun Industrial; (b) any person controlling Fosun Industrial; or (c) any executive officer or director of any corporation or other person ultimately in control of Fosun Industrial has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or has been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and, as a result of such proceeding, is or was subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

 

Item 4  Purpose of Transaction

 

This Amendment amends and supplement Item 4 of the Amendment No. 6 to the Original Schedule 13D filed with the SEC on April 21, 2014 by adding the following immediately before the penultimate paragraph of Item 4:

 

Closing of Transaction

 

On September 16, 2014, a special meeting of the stockholders (the “Special Meeting”) of the Issuer was held at One Battery Park Plaza, New York, NY 10004. At the Special Meeting, the stockholders of the Issuer voted to approve the Amended Merger Agreement and the transactions contemplated thereby, including the Merger, by (i) the affirmative vote of the holders of a majority of the voting power of the outstanding Common Shares, voting as a single class, and (ii) the affirmative vote of the holders of a majority of the voting power of the outstanding Common Shares not owned, directly or indirectly, by the following stockholders, voting as a single class: (v) holders of shares of Class B Common Stock of the Issuer, (w) Parent or Merger Sub, (x) the officers and directors of the Issuer (other than the members of the Transaction Committee of the Board of Directors of the Issuer), (y) Ms. Lipson, the Benjamin Lipson Plafker Trust, the Daniel Lipson Plafker Trust, the Jonathan Lipson Plafker Trust, the Ariel Benjamin Lee Trust, Fosun Industrial, 49 employees of the Issuer as agreed between Parent and the Issuer (the “Additional Rollover Stockholders”) and any other persons who have an equity interest in, or any right to acquire an equity interest in, Parent or Merger Sub, and (z) any affiliates or associates of any of the foregoing.

 

On September 29, 2014, the Issuer and Merger Sub filed a Certificate of Merger with the Secretary of State of Delaware, pursuant to which Merger Sub was merged with and into the Issuer, with the Issuer continuing as the surviving corporation and a wholly-owned subsidiary of Parent.

 

4



 

At the effective time of the Merger (“Effective Time”), pursuant to the terms of the Amended Merger Agreement, (i) Common Shares held by the Parent, Merger Sub and any other subsidiary of Parent, including each Common Share contributed to Parent by the Rollover Investors and each Common Share contributed to Parent by the Additional Rollover Stockholders and Common Shares held in the treasury of the Issuer or owned by any Issuer’s subsidiary were cancelled and no consideration was delivered in exchange therefor, and (ii) each outstanding Common Share (excluding any cancelled Common Shares pursuant to (i) and any Common Shares held by a dissenting shareholder of the Issuer who shall have complied with the provisions of Section 262 of the DGCL) was cancelled and converted into the right to receive an amount in cash equal to $24.00, without interest.

 

As a result of the Merger, all of the Common Shares that Fosun Industrial beneficially owned prior to the Effective Time were cancelled in exchange for the right to subscribe for the limited partnership interests of Parent and Fosun Industrial no longer owns any Common Share of the Issuer.

 

As a result of the Merger, the Common Shares of the Issuer will no longer be listed on any securities exchange or quotation system, including NASDAQ. In addition, 90 days after the filing of Form 25 in connection with the transaction, or such shorter period as may be determined by the Commission, the registration of the Common Shares of the Issuer and the reporting obligations of the Issuer under the Exchange Act will be terminated.

 

Item 5.  Interest in Securities of the Issuer

 

This Amendment amends and restates the Item 5 of the Original Schedule 13D in its entirety as set forth below:

 

(a)—(b) As a result of the Merger, all of the Common Shares beneficially owned by Fosun Industrial prior to the Effective Time were cancelled, in exchange for the right to subscribe for the limited partnership interests of Parent. As a result, as of the date of this Amendment, Fosun Industrial does not beneficially own any Common Shares or have any voting power or disposable power over any Common Shares of the Issuer.

 

(c) Except for the transactions described in Item 4, Fosun Industrial has not effected any transactions in the Common Shares of the Issuer during the past 60 days.

 

(d) —(e) Not applicable.

 

Item 7.  Material to be Filed as Exhibits.

 

Item 7 is hereby amended and restated in its entirety to read as follows:

 

Exhibit 99.1

 

List of directors and executive officers of Fosun Industrial, persons controlling Fosun Industrial and executive officers and directors of other persons in control of Fosun Industrial (filed herein).

 

 

 

Exhibit 99.2

 

Stock Purchase Agreement, dated as of June 14, 2010, by and among Fosun Industrial, Fosun Pharma and the Issuer (incorporated by reference to Exhibit 10.1 to the Issuer’s Current Report on Form 8-K filed with the SEC on June 14, 2010).

 

 

 

Exhibit 99.3

 

Stockholder Agreement, dated as of June 14, 2010, by and among Fosun Industrial, Fosun Pharma and the Issuer (incorporated by reference to Exhibit 10.2 to the Issuer’s Current Report on Form 8-K filed with the SEC on June 14, 2010).

 

5



 

Exhibit 99.4

 

Waiver Agreement, dated as of June 15, 2010, by and among Fosun Industrial, Fosun Pharma and the Issuer (incorporated herein by reference to Exhibit 99.4 to the Original 13D filed on June 17, 2010 by Fosun Industrial with the SEC).

 

 

 

Exhibit 99.5

 

Information regarding purchases by Fosun Industrial of shares of Common Stock of Chindex International, Inc. since the filing of the Original 13D (incorporated herein by reference to Exhibit 99.5 to Amendment No. 1 to the Original 13D filed on July 7, 2010 by Fosun Industrial with the SEC).

 

 

 

Exhibit 99.6

 

Information regarding purchases by Fosun Industrial of shares of Common Stock of Chindex International, Inc. since the filing of Amendment No. 1 to the Original 13D (incorporated herein by reference to Exhibit 99.6 to Amendment No. 2 to the Original 13D filed on July 30, 2010 by Fosun Industrial with the SEC).

 

 

 

Exhibit 99.7

 

Information regarding purchases by Fosun Industrial of shares of Common Stock of Chindex International, Inc. since the filing of Amendment No. 2 to the Original 13D (incorporated herein by reference to Exhibit 99.7 to Amendment No. 3 to the Original 13D filed on August 2, 2010 by Fosun Industrial with the SEC).

 

 

 

Exhibit 99.8

 

Agreement and Plan of Merger, dated February 17, 2014, by and among the Issuer, Parent and Merger Sub (incorporated herein by reference to Exhibit 2.1 to the Issuer’s Report on Form 8-K filed on February 17, 2014).

 

 

 

Exhibit 99.9

 

Support Agreement, dated February 17, 2014, by and among the Rollover Investors, Ms. Elyse Silverberg, Mr. Lawrence Pemble, Parent and Sponsor (incorporated herein by reference to Exhibit 99.1 to Amendment No. 5 to the Original 13D filed on February 18, 2014 by Fosun Industrial with the SEC).

 

 

 

Exhibit 99.10

 

Limited Guaranty, dated February 17, 2014, between Fosun Industrial and the Issuer (incorporated herein by reference to Exhibit 99.10 to Amendment No. 5 to the Original 13D filed on February 18, 2014 by Fosun Industrial with the SEC).

 

 

 

Exhibit 99.11

 

Equity Commitment Letter, dated February 17, 2014, from Fosun Industrial to Parent (incorporated herein by reference to Exhibit 99.11 to Amendment No. 5 to the Original 13D filed on February 18, 2014 by Fosun Industrial with the SEC).

 

 

 

Exhibit 99.12

 

Pipeline Letter of Commitment, dated February 17, 2014, from Fosun Industrial to Parent (incorporated herein by reference to Exhibit 99.12 to Amendment No. 5 to the Original 13D filed on February 18, 2014 by Fosun Industrial with the SEC).

 

 

 

Exhibit 99.13

 

CML Letter, dated February 17, 2014, from Fosun Pharma to Parent (incorporated herein by reference to Exhibit 99.13 to Amendment No. 5 to the Original 13D filed on February 18, 2014 by Fosun Industrial with the SEC).

 

 

 

Exhibit 99.14

 

Service Fee Letter Agreement, dated February 17, 2014, from Parent to Fosun Industrial (incorporated herein by reference to Exhibit 99.14 to Amendment No. 5 to the Original 13D filed on February 18, 2014 by Fosun Industrial with the SEC).

 

 

 

Exhibit 99.15

 

Waiver Agreement, dated February 17, 2014, by and among Fosun Industrial, Fosun Pharma and the Issuer (incorporated herein by reference to Exhibit 99.15 to Amendment No. 5 to the Original 13D filed on February 18, 2014 by Fosun Industrial with the SEC).

 

6



 

Exhibit 99.16

 

Amended and Restated Agreement and Plan of Merger, dated April 18, 2014, by and among Issuer, Parent and Merger Sub (incorporated herein by reference to Exhibit 2.1 to the Issuer’s Report on Form 8-K filed with the SEC on April 21, 2014).

 

 

 

Exhibit 99.17

 

Letter Agreement, dated April 18, 2014, among Fosun Industrial, Sponsor and Roberta Lipson (incorporated herein by reference to Exhibit 99.17 to Amendment No. 6 to the Original 13D filed on April 21, 2014 by Fosun Industrial with the SEC).

 

 

 

Exhibit 99.18

 

Termination Agreement to the Limited Guarantee, dated April 18, 2014, between Fosun Industrial and the Issuer (incorporated herein by reference to Exhibit 99.18 to Amendment No. 6 to the Original 13D filed on April 21, 2014 by Fosun Industrial with the SEC).

 

 

 

Exhibit 99.19

 

Amended and Restated Equity Commitment Letter, dated April 18, 2014, from Fosun Industrial to the Issuer (incorporated herein by reference to Exhibit 99.19 to Amendment No. 6 to the Original 13D filed on April 21, 2014 by Fosun Industrial with the SEC).

 

 

 

Exhibit 99.20

 

New Waiver Agreement, dated April 18, 2014, between Fosun Industrial, the Parent and Fosun Pharma (incorporated herein by reference to Exhibit 99.20 to Amendment No. 6 to the Original 13D filed on April 21, 2014 by Fosun Industrial with the SEC).

 

 

 

Exhibit 99.21

 

The Agreement, dated April 18, 2014, among Fosun Industrial, Parent and Sponsor (incorporated herein by reference to Exhibit 99.21 to Amendment No. 6 to the Original 13D filed on April 21, 2014 by Fosun Industrial with the SEC).

 

7



 

SIGNATURE

 

After reasonable inquiry and to the best of my knowledge and belief, the undersigned certify that the information set forth in this statement is true, complete and correct.

 

 

 

Dated: September 30, 2014

 

 

 

 

 

FOSUN INDUSTRIAL CO., LIMITED

 

 

 

By:

/s/ Qiyu Chen

 

 

Qiyu Chen

 

 

Chairman of the Board of Directors

 

8


EX-99.1 2 a14-21632_1ex99d1.htm EX-99.1

Exhibit 99.1

 

DIRECTORS AND EXECUTIVE OFFICERS OF FOSUN INDUSTRIAL,

PERSONS CONTROLLING FOSUN INDUSTRIAL AND EXECUTIVE OFFICERS AND DIRECTORS

OF OTHER PERSONS IN CONTROL OF FOSUN INDUSTRIAL

 

Fosun Industrial is a corporation organized under the laws of Hong Kong with its principal business address at Level 54, Hopewell Centre, 183 Queen’s Road East, Hong Kong SAR. The telephone number of Fosun Industrial’s principal executive office is (+86) 21 3398 7000. Fosun Industrial is principally engaged in investment, selling and providing consulting services for Chinese and Western medicines, diagnostic reagents and devices as well as import and export business.

 

The name, business address, present principal employment and citizenship of each director and executive officer of Fosun Industrial is set forth below.

 

Fosun Industrial

 

Name

 

Business Address

 

Present Principal Employment

 

Citizenship

Qiyu Chen

 

Building A, No.1289 Yishan Road, Shanghai, China

 

Chairman of the Board of Directors

 

China

Fang Yao

 

Building A, No.1289 Yishan Road, Shanghai, China

 

Director

 

China

Xiaohui Guan

 

Building A, No.1289 Yishan Road, Shanghai, China

 

Director

 

China

 

Fosun Industrial is a wholly owned subsidiary of Fosun Pharma. Fosun Pharma is a corporation organized under the laws of People’s Republic of China and listed on both the Shanghai Stock Exchange and The Stock Exchange of Hong Kong Limited with its principal business address at Building A, No.1289 Yishan Road, Shanghai, China. The telephone number of Fosun Pharma’s principal executive office is (8621) 3398 7000. Fosun Pharma principally focuses on pharmaceutical manufacturing and research and development, pharmaceutical distribution and retail, healthcare services and medical diagnosis and medical devices.

 

The name, business address, present principal employment and citizenship of each director and executive officer of Fosun Pharma is set forth below.

 

Fosun Pharma

 

Name

 

Business Address

 

Present Principal Employment

 

Citizenship

Qiyu Chen

 

Building A, No.1289 Yishan Road, Shanghai, China

 

Chairman of the Board of Directors and Executive Director

 

China

Fang Yao

 

Building A, No.1289 Yishan Road, Shanghai, China

 

Vice Chairman of the Board of Directors, Executive Director and President

 

China

Qunbin Wang

 

Building A, No.1289 Yishan Road, Shanghai, China

 

Non-executive Director

 

China

Guangchang Guo

 

Building A, No.1289 Yishan Road, Shanghai, China

 

Non-executive Director

 

China

Guozheng Zhang

 

Building A, No.1289 Yishan Road, Shanghai, China

 

Non-executive Director

 

China

Pinliang Wang

 

Building A, No.1289 Yishan Road, Shanghai, China

 

Non-executive Director

 

China

Lan Kang

 

Building A, No.1289 Yishan Road, Shanghai, China

 

Non-executive Director

 

China

Jiong Han

 

19F, One Lujiazui, 68 Yin Cheng Road Middle, Shanghai, China

 

Independent Non-executive Director

 

China

Weijiong Zhang

 

Room 305, the First Teaching Building, No.699, Hongfeng Road, Shanghai, China

 

Independent Non-executive Director

 

China

Li Man-Kiu Adrian David

 

18/F, 10 Des Voeux Road Central, Hong Kong

 

Independent Non-executive Director

 

U.K.

Huimin Cao

 

No. 2800 Wenxiang Road, Shanghai, China

 

Independent Non-executive Director

 

China

 

Fosun Pharma is beneficially held approximately 39.83% by Fosun High Technology. Fosun High Technology is a corporation organized under the laws of People’s Republic of China with its principal business address at No.2 East Fuxing Road, Shanghai, China. The telephone number of Fosun High Technology’s principal executive office is (8621) 2315 6666. Fosun High Technology is principally engaged in insurance, industrial operations, investment and asset management in China.

 



 

The name, business address, present principal employment and citizenship of each director and executive officer of Fosun High Technology is set forth below.

 

Fosun High Technology

 

Name

 

Business Address

 

Present Principal Employment

 

Citizenship

Guangchang Guo

 

No.2 East Fuxing Road, Shanghai, China

 

Chairman of the Board

 

China

Xinjun Liang

 

No.2 East Fuxing Road, Shanghai, China

 

Vice Chairman of the Board and Chief Executive Officer

 

China

Qunbin Wang

 

No.2 East Fuxing Road, Shanghai, China

 

Director and President

 

China

Wei Fan

 

No.2 East Fuxing Road, Shanghai, China

 

Director

 

 

Guoqi Ding

 

No.2 East Fuxing Road, Shanghai, China

 

Director, Chief Financial Officer and Senior Vice President

 

China

Xuetang Qin

 

No.2 East Fuxing Road, Shanghai, China

 

Director and Senior Vice President

 

China

Ping Wu

 

No.2 East Fuxing Road, Shanghai, China

 

Director and Senior Vice President

 

China

 



 

Fosun High Technology is a subsidiary of Fosun International. Fosun International is a corporation organized under the laws of Hong Kong with its principal business address at Room 808, ICBC Tower, 3 Garden Road, Central, Hong Kong. Fosun International’s ordinary shares are listed on the main board of The Stock Exchange of Hong Kong Limited. The telephone number of Fosun International’s principal executive office is 852-25093228. Fosun International is principally engaged in businesses including insurance, industrial operations, investment and asset management.

 

The name, business address, present principal employment and citizenship of each director and executive officer of Fosun International is set forth below.

 

Fosun International

 

Name

 

Business Address

 

Present Principal Employment

 

Citizenship

Guangchang Guo

 

No.2 East Fuxing Road, Shanghai, China

 

Executive Director, Chairman of the Board

 

China

Xinjun Liang

 

No.2 East Fuxing Road, Shanghai, China

 

Executive Director, Vice Chairman of the Board and Chief Executive Officer

 

China

Qunbin Wang

 

No.2 East Fuxing Road, Shanghai, China

 

Executive Director and President

 

China

Wei Fan

 

No.2 East Fuxing Road, Shanghai, China

 

Non-executive Director

 

China

Guoqi Ding

 

No.2 East Fuxing Road, Shanghai, China

 

Executive Director, Senior Vice President and Chief Financial Officer

 

China

Xuetang Qin

 

No.2 East Fuxing Road, Shanghai, China

 

Executive Director and Senior Vice President

 

China

Ping Wu

 

No.2 East Fuxing Road, Shanghai, China

 

Executive Director and Senior Vice President

 

China

Shengman Zhang

 

50/F Citibank Tower, Citibank Plaza,3 Garden Road, Hong Kong

 

Independent Non-executive Director of Fosun International; Chairman of Asia Pacific of Citigroup

 

Hong Kong

Huaqiao Zhang

 

Room 805, Diamond Business Building (North Tower), 23 Gongyi Road, Huadu District, Guangzhou, China

 

Independent Non-executive Director of Fosun International; Director of Guangzhou Huadu Wansui Micro Credit Co, Ltd.;

 

Hong Kong

David T. Zhang

 

26th Floor, Gloucester Tower, The Landmark, 15 Queen’s Road Central, Hong Kong

 

Independent Non-executive Director of Fosun International; Partner of Kirkland & Ellis LLP

 

Hong Kong

 

Fosun International is a subsidiary of Fosun Holdings. Fosun Holdings is a corporation organized under the laws of Hong Kong with its principal business address at Room 808, ICBC Tower, 3 Garden Road, Central, Hong Kong. The telephone number of Fosun Holdings’ principal executive office is 852-25093228. Fosun Holdings is principally engaged in investment holding.

 

The name, business address, present principal employment and citizenship of each director and executive officer of Fosun Holdings is set forth below.

 

Fosun Holdings

 

Name

 

Business Address

 

Present Principal Employment

 

Citizenship

Guangchang Guo

 

No.2 East Fuxing Road, Shanghai, China

 

Director

 

China

 

Fosun Holdings is a subsidiary of Fosun International Holdings. Fosun International Holdings is a corporation organized under the laws of British Virgin Islands with its principal business address at Akara Building, 24 De Castro Street, Wickhams Cay I, Road Town, Tortola, British Virgin Islands. The telephone number of Fosun International Holdings’ principal executive office is 852-25093228. Fosun International Holdings is principally engaged in investment holding.

 

The name, business address, present principal employment and citizenship of each director and executive officer of Fosun International Holdings is set forth below.

 

Fosun International Holdings

 

Name

 

Business Address

 

Present Principal Employment

 

Citizenship

Guangchang Guo

 

No.2 East Fuxing Road, Shanghai, China

 

Director

 

China

 

Fosun International Holdings is owned 58% by Guangchang Guo with the remaining shares owned 22% by Xinjun Liang, 10% by Qunbin Wang and 10% by Wei Fan. Guangchang Guo’s principal business address is No. 2 East Fuxing Road, Shanghai, China. He is a citizen of China. His present principal employment includes executive director and chairman of Fosun International, director of both Nanjing Nangang Iron & Steel United Co., Ltd., Shanghai Forte Land Co., Ltd., Peak Reinsurance Company Limited and Club Méditerranée S.A. and non-executive director of Fosun Pharma and China Minsheng Banking Corp., Ltd.