BEIJING, June 27, 2013 /PRNewswire/ -- Zhongpin Inc.
("Zhongpin" or the "Company," NASDAQ: HOGS), a leading meat and
food processing company in the People's
Republic of China, today announced that at a special meeting
of its stockholders held today (the "Special Meeting"), the
Company's stockholders voted in favor of the proposal to adopt the
previously announced Amended and Restated Agreement and Plan of
Merger, dated February 8, 2013 (the
"Merger Agreement"), by and among Golden Bridge Holdings Limited
(the "Parent"), Golden Bridge Merger Sub Limited (the "Merger
Sub"), Mr. Xianfu Zhu and the
Company, pursuant to which Merger Sub will be merged with and into
the Company, with the Company surviving the merger as a wholly
owned subsidiary of Parent (the "Merger"). Parent and Merger Sub
are beneficially owned by Mr. Xianfu
Zhu.
Approximately 65.5% of shares of Company common stock were voted
in person or by proxy at the Special Meeting. Of these shares voted
in person or by proxy at the Special Meeting, approximately 97.7%
were voted in favor of the proposal to adopt the Merger Agreement
and approximately 94.3% were voted in favor of the proposal to
approve, on an advisory (non-binding) basis, specified compensation
that may become payable to the named executive officers of the
Company in connection with the Merger. Approximately 51.3% of
shares of Company common stock held by unaffiliated stockholders
were voted in favor of the proposal to adopt the Merger
Agreement.
The parties expect to complete the Merger as soon as
practicable, subject to the satisfaction or waiver of the
conditions set forth in the Merger Agreement. Upon completion of
the Merger, the Company will become a privately-held company and
its common stock will no longer be listed on the NASDAQ Global
Market.
Cowen and Company (Asia)
Limited and Duff & Phelps Securities, LLC are serving as
independent financial advisors to the Special Committee of the
Company's Board of Directors. Akin Gump Strauss Hauer & Feld
LLP is serving as United States
legal advisor to the Special Committee, and O'Melveny & Myers
LLP is serving as United States
legal advisor to the Company. Skadden, Arps, Slate, Meagher &
Flom LLP is serving as United
States legal advisor to the buyer group. Credit Suisse is
serving as financial advisor to the buyer group. Paul Hastings Janofsky and Walker LLP is serving
as legal advisor to Cowen and Company (Asia) Limited, and Winston Strawn LLP is
serving as legal advisor to Duff & Phelps Securities, LLC.
About Zhongpin Inc.
Zhongpin Inc. is a leading meat and food processing company that
specializes in pork and pork products, vegetables, and fruits in
China. Its distribution network in
China covers 20 provinces plus
Beijing, Shanghai, Tianjin, and Chongqing and includes 3,502 retail outlets as
of March 31, 2013. Zhongpin's export
markets include Europe,
Hong Kong, and other countries in
Asia.
For more information about Zhongpin, please visit Zhongpin's
website at http://www.zpfood.com/.
Cautionary Note Regarding Forward-Looking Statements
This document may include certain statements that are not
descriptions of historical facts, but are forward-looking
statements. Such statements include, among others, those concerning
expected benefits and costs of the proposed Merger; management
plans relating to the Merger; the expected timing of the completion
of the Merger; the parties' ability to complete the Merger
considering the various closing conditions, including any
conditions related to regulatory approvals, as well as all
assumptions, expectations, predictions, intentions or beliefs about
future events. Forward-looking statements can generally be
identified by the use of forward-looking terminology such as
"will," "should," "may," "believes," "expects" or similar
expressions. All of such assumptions are inherently subject to
uncertainties and contingencies beyond the Company's control and
based upon premises with respect to future business decisions,
which are subject to change. The Company assumes no obligation to
update any such forward-looking statements.
For more information, please contact:
Zhongpin Inc.
Mr. Sterling Song (English and
Chinese)
Director of Investor Relations
Telephone +86 10 8455 4188 extension 106 in Beijing
ir@zhongpin.com
Mr. Warren (Feng) Wang (English
and Chinese)
Chief Financial Officer
Telephone +86 10 8455 4388 in Beijing
warren.wang@zhongpin.com
Christensen
Mr. Victor Kuo (English and
Chinese)
Telephone +86 10 5826 4939 in Beijing
vkuo@christensenir.com
Mr. Tom Myers (English)
Mobile +86 139 1141 3520 in Beijing
tmyers@christensenir.com
SOURCE Zhongpin Inc.