Leading offshore law firm Appleby acted as Cayman Islands legal counsel to Rajax Holding (Rajax), a Cayman Islands company and a food delivery business operating under the Ele.me brand, on a reverse triangular merger involving its wholly-owned subsidiary, Rajax Merger Sub Limited, and Xiaodu Life Technology Ltd (Xiaodu), a majority-owned subsidiary of Baidu Inc. (Baidu). Ele.me is a popular food delivery app in China with over 34 million users, whilst Baidu is a leading Chinese language internet search provider currently listed on NASDAQ.
The merger became effective on 24 August 2017, with the merger consideration comprising both cash and shares in Rajax. Following completion of the merger, Xiaodu became a wholly-owned subsidiary of Rajax, with Baidu and Rajax agreeing to cooperate across a broad base of products and services.
The Appleby team was led by Hong Kong-based Partner, Nicholas Davies, together with Counsel, Vincent Chan, and also included Simon Raftopoulos, Jacob MacAdam and Bianca Leacock of Appleby's Cayman Islands office. DLA Piper's Shanghai office acted as lead counsel to Rajax.
Nicholas commented: "It was a great pleasure to advise Rajax and to work with the team at DLA Piper on this exciting transaction. It showcased our ability to field an integrated and experienced Cayman law team across our Hong Kong and Cayman Islands offices, advising Rajax in the Asian time zone and liaising directly with the registrar in Cayman, in order to successfully close a complicated and high-profile transaction on a tight timescale."