SHANGHAI, March 21, 2012 /PRNewswire-Asia-FirstCall/ --
China Real Estate Information Corporation ("CRIC" or the "Company")
(NASDAQ: CRIC), a leading provider of real estate information,
consulting and online services in China, today announced that it has called an
extraordinary general meeting of shareholders (the "EGM"), to be
held on April 19, 2012 beginning at
10:30 a.m. (Shanghai time) at Room 505, 5/F, Wenwu
Building, No. 383 Guangyan Road, Shanghai 200072, People's Republic of China, to consider and
vote on the proposal to adopt the previously announced agreement
and plan of merger (the "Merger Agreement"), dated
December 28, 2011, by and among E-House (China) Holdings Limited ("E-House"), an
exempted company with limited liability incorporated under the laws
of the Cayman Islands, CRIC
(China) Holdings Limited ("Merger
Sub"), an exempted company with limited liability incorporated
under the laws of the Cayman
Islands and a wholly owned subsidiary of E-House, and CRIC.
Under the terms of the Merger Agreement, subject to the approval of
the Merger Agreement and the transactions contemplated thereby by
CRIC shareholders at the EGM, Merger Sub will be merged with and
into CRIC (the "Merger"), with CRIC continuing as the
surviving entity and as a wholly owned subsidiary of E-House.
If the Merger is completed, CRIC will become a privately held
company, its American depositary shares ("ADSs") will no longer be
listed on the NASDAQ Global Select Market, the American Depositary
Shares program for the ADSs will terminate and the ADSs and CRIC
shares will cease to be registered under Section 12 of the
Securities Exchange Act of 1934. The Company's board of directors,
acting upon the unanimous recommendation of the special committee
of the Company's board of directors comprised of CRIC directors
unaffiliated with E-House or Merger Sub, approved the Merger
Agreement and the Merger and resolved to recommend that the
Company's shareholders vote to approve the Merger Agreement and the
Merger.
Holders of the Company's ordinary shares, par value $0.0002 per share, of record on the close of
business on April 5, 2012 (U.S.
Eastern Time) or their proxy holders are entitled to vote at the
EGM or any adjournment or postponements thereof. ADS holders as of
the close of business on March 21,
2012 (U.S. Eastern Time) are entitled to instruct JPMorgan
Chase Bank, N.A., the ADS depositary, how to vote the ordinary
shares represented by the ADSs. Additional information regarding
the EGM, the Merger, the Merger Agreement and how to vote ordinary
shares or how to direct JPMorgan Chase Bank, N.A. to vote the
ordinary shares represented by ADSs at the EGM can be found in the
EGM notice included in a current report on Form 6-K by CRIC, a
transaction statement on Schedule 13E-3 by CRIC and a registration
statement on Form F-4 (which includes the proxy
statement/prospectus relating to the Merger and the Merger
Agreement) by E-House, filed with the Securities and Exchange
Commission ("SEC"), which can be obtained from the SEC's website
(http://www.sec.gov). The Company urges holders of ordinary shares
and ADSs to read all of these documents carefully. In addition,
CRIC will provide holders of ordinary shares and ADSs with copies
of the documents it has filed with the SEC relating to CRIC,
without charge, upon written or oral request to:
Michelle Yuan
Director, Investor Relations
China Real Estate Information Corporation
No. 383 Guangyan Road
Shanghai, PRC 200072
People's Republic of China
Phone: +86 (21) 6086 7500
E-mail: michelleyuan@cric.com
In order for holders of ordinary shares and ADSs to receive
timely delivery of the documents in advance of the EGM, they must
request the documents no later than five business days prior to the
EGM, or April 12, 2012.
INVESTORS AND SHAREHOLDERS ARE URGED TO READ CAREFULLY AND IN
THEIR ENTIRETY THESE MATERIALS AND OTHER MATERIALS FILED WITH OR
FURNISHED TO THE SEC, AS THEY CONTAIN IMPORTANT INFORMATION ABOUT
THE COMPANY, THE PROPOSED MERGER AND RELATED MATTERS.
This announcement is neither a solicitation of proxy, an offer
to purchase nor a solicitation of an offer to sell any securities
and it is not a substitute for any proxy statement or other filings
that have been or will be made with the SEC.
About CRIC
China Real Estate Information Corporation ("CRIC") (NASDAQ:
CRIC) is a leading provider of real estate information, consulting
and online services with a presence in over 180 cities across
China. CRIC, a subsidiary of
E-House (China) Holdings Limited
(NYSE: EJ), merged with the online real estate business of SINA
Corporation (NASDAQ: SINA) upon the completion of CRIC's initial
public offering and listing of its ADSs on the NASDAQ Global Select
Market in October 2009. Leveraging its proprietary, advanced
and comprehensive real estate information database and analysis
system, CRIC provides a broad range of real estate-related services
to all participants in the real estate value chain, including
developers, suppliers, agents, brokers, service providers and
individual consumers. CRIC's services include subscription-based
information services, customized consulting services and online
services through several real estate websites that provide
region-specific real estate information and access to online
communities. For more information about CRIC, please visit
http://www.cric.com.
Safe Harbor: Forward-Looking Statements
This announcement contains forward-looking statements. These
statements are made under the "safe harbor" provisions of
Section 21E of the Securities Exchange Act of 1934, as
amended. These forward-looking statements can be identified by
terminology such as "may," "will," "expect," "anticipate," "aim,"
"estimate," "intend," "plan," "believe," "likely to" or other
similar expressions. CRIC may also make written or oral
forward-looking statements in its reports filed or furnished with
the U.S. Securities and Exchange Commission, in press releases and
other written materials and in oral statements made by its
officers, directors or employees to third parties. Statements that
are not historical facts, including statements about CRIC's beliefs
and expectations, are forward-looking statements and are subject to
change. Forward-looking statements involve inherent risks and
uncertainties. A number of important factors could cause actual
results to differ materially from those contained, either expressly
or impliedly, in any of the forward-looking statements in this
press release. These factors include the risk factors detailed in
CRIC's filings with the U.S. Securities and Exchange Commission.
All information provided in this press release is current as of the
date of this press release, and CRIC does not undertake any
obligation to update any such information, except as required under
applicable law.
For investor and media inquiries please contact:
In China:
Michelle Yuan
Director, Investor Relations
China Real Estate Information Corporation
Phone: +86 (21) 6086-7369
E-mail: michelleyuan@cric.com
Derek Mitchell
Ogilvy Financial, Beijing
Phone: +86 (10) 8520-6284
E-mail: cric@ogilvy.com
In the U.S.:
Jessica Barist Cohen
Ogilvy Financial, New York
Phone: +1 (646) 460-9989
E-mail: cric@ogilvy.com
SOURCE China Real Estate Information Corporation