Baozun’s wholly-owned subsidiary, White Horse Hongkong Holding Limited, entered into a share purchase agreement with Gap Inc. and Gap (UK Holdings) Limited for the acquisition of the entire equity interests of two of its operating entities, which operate the whole business of Gap Greater China. In the meantime, affiliates of Baozun and Gap entered into a series of business arrangements through which Gap grants Baozun the right to manufacture, market, distribute and sell Gap products in Greater China with local creation capabilities on an exclusive basis. Sidley advised Baozun on the negotiation and conclusion of such business agreements.
In addition, Sidley recently represented Baozun in the voluntary conversion of its secondary listing status to a primary listing status on the Main Board of The Stock Exchange of Hong Kong Limited (HKEX). The primary conversion became effective on November 1, 2022. Since the effective date, Baozun has become dual primary listed on the HKEX and Nasdaq.
The Sidley team advising on the acquisition was led by counsel Ling Chen, who was supported by associate Diana Gong.
The Sidley team advising on the voluntary conversion was led by partners Claudia Yu, Meng Ding and Steven Hsu. Other team members included senior counsel Dominic Tsun, counsel Eva Tsui, senior compliance and regulatory manager Vanessa Slade, and associates Jay Choy and Beryl Chan. US-based partner Corey Perry (Employee Benefits and Executive Compensation) (Chicago) also provided advice on Baozun’s share incentive plan.