LIMITED GUARANTEELimited Guarantee • April 9th, 2018 • BPEA Teamsport LTD • Services-auto rental & leasing (no drivers) • New York
LIMITED GUARANTEE, dated as of April 6, 2018 (this “Limited Guarantee”), by MBK Partners Fund IV, L.P. (the “Guarantor”), in favor of eHi Car Services Limited, an exempted company with limited liability incorporated under the Laws of the Cayman Islands (the “Guaranteed Party”).
EQUITY COMMITMENT LETTER April 6, 2018Equity Commitment Letter • April 9th, 2018 • BPEA Teamsport LTD • Services-auto rental & leasing (no drivers) • New York
AGREEMENT AND PLAN OF MERGER among TEAMSPORT PARENT LIMITED, TEAMSPORT BIDCO LIMITED and EHI CAR SERVICES LIMITED Dated as of April 6, 2018Merger Agreement • April 9th, 2018 • BPEA Teamsport LTD • Services-auto rental & leasing (no drivers) • New York
AGREEMENT AND PLAN OF MERGER, dated as of April 6, 2018 (this “Agreement”), among Teamsport Parent Limited, an exempted company with limited liability incorporated under the Law of the Cayman Islands (“Parent”), Teamsport Bidco Limited, an exempted company with limited liability incorporated under the Law of the Cayman Islands and a wholly-owned Subsidiary of Parent (“Merger Sub”), and eHi Car Services Limited, an exempted company with limited liability incorporated under the Law of the Cayman Islands (the “Company”).
SECURITIES PURCHASE AGREEMENTSecurities Purchase Agreement • March 9th, 2018 • BPEA Teamsport LTD • Services-auto rental & leasing (no drivers) • New York
SECURITIES PURCHASE AGREEMENT dated as of February 23, 2018 (this “Agreement”) between Tiger Global Mauritius Fund, a Mauritius company limited by shares (the “Seller”), and BPEA Teamsport Limited, an exempted company with limited liability incorporated under the laws of the Cayman Islands (the “Purchaser”).
CONTRIBUTION AND SUPPORT AGREEMENTContribution and Support Agreement • April 9th, 2018 • BPEA Teamsport LTD • Services-auto rental & leasing (no drivers) • New York
This CONTRIBUTION AND SUPPORT AGREEMENT (this “Agreement”) is entered into as of April 6, 2018 by and among (1) Teamsport Topco Limited, a Cayman Islands exempted company (“Holdco”), (2) Teamsport Midco Limited, a Cayman Islands exempted company and a wholly-owned subsidiary of Holdco (“Midco”), (3) Teamsport Parent Limited, a Cayman Islands exempted company and a wholly-owned subsidiary of Midco (“Parent”), and (4) the shareholders of eHi Car Services Limited, a Cayman Islands exempted company (the “Company”), listed on Schedule A hereto (each, a “Rollover Shareholder” and collectively, the “Rollover Shareholders”). Capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the Merger Agreement (as defined below).
INTERIM INVESTORS AGREEMENTInterim Investors Agreement • April 9th, 2018 • BPEA Teamsport LTD • Services-auto rental & leasing (no drivers) • Hong Kong
This Interim Investors Agreement (this “Agreement”) is made as of April 6, 2018 by and among MBK Partners Fund IV, L.P. (“MBKP”), The Baring Asia Private Equity Fund VI, L.P.1 (“Baring LP1”), The Baring Asia Private Equity Fund VI, L.P.2 (“Baring LP2”), The Baring Private Equity Fund VI Co-investment, L.P. (together with Baring LP1 and Baring LP2, the “Baring Funds”), RedStone Capital Management (Cayman) Limited, a Cayman Islands exempted company (“Redstone”), The Crawford Group, Inc. (“Crawford” and, together with MBKP, each Baring Fund, Redstone and any New Sponsor (as defined below), the “Sponsors”), L & L Horizon, LLC, a Delaware limited liability company (“Horizon”), BPEA Teamsport Limited (“BPEA Teamsport” and, together with the Baring Funds, “Baring”), Dongfeng Asset Management Co. Ltd. (“Dongfeng” and, together with Crawford, Horizon, BPEA Teamsport and any New Rollover Shareholder (as defined below) the “Rollover Shareholders” and the Rollover Shareholders and the Sponsors, ea
TERMINATION AGREEMENTTermination Agreement • February 19th, 2019 • BPEA Teamsport LTD • Services-auto rental & leasing (no drivers) • New York
This TERMINATION AGREEMENT (this “Agreement”), is dated as of February 18, 2019 and is entered into by and among MBK Partners Fund IV, L.P. (“MBKP”), The Baring Asia Private Equity Fund VI, L.P.1 (“Baring LP1”), The Baring Asia Private Equity Fund VI, L.P.2 (“Baring LP2”), The Baring Asia Private Equity Fund VI Co-investment, L.P. (“Baring Co-invest” and, together with Baring LP1 and Baring LP2, the “Baring Sponsors”), The Crawford Group, Inc., a Missouri corporation (“Crawford”), L & L Horizon, LLC, a Delaware limited liability company (“Horizon”), BPEA Teamsport Limited (“BPEA Teamsport” and, together with the Baring Sponsors, “Baring”), Dongfeng Asset Management Co. Ltd. (“Dongfeng”), RedStone Capital Management (Cayman) Limited, a Cayman Islands exempted company (“Redstone” and, together with Baring, the “Exiting Parties”), Teamsport Topco Limited, a Cayman Islands exempted company (“Holdco”), Teamsport Midco Limited, a Cayman Islands exempted company and a wholly-owned subsidiary
SUPPORT AGREEMENTSupport Agreement • February 19th, 2019 • BPEA Teamsport LTD • Services-auto rental & leasing (no drivers) • New York
This SUPPORT AGREEMENT (this “Agreement”) is entered into as of February 18, 2019 by and among (1) Teamsport Topco Limited, a Cayman Islands exempted company (“Holdco”), (2) Teamsport Midco Limited, a Cayman Islands exempted company and a wholly-owned subsidiary of Holdco (“Midco”), (3) Teamsport Parent Limited, a Cayman Islands exempted company and a wholly-owned subsidiary of Midco (“Parent”), and (4) BPEA Teamsport Limited, a Cayman Islands exempted company (“BPEA Teamsport”). Capitalized terms used but not defined herein shall have the meanings ascribed to such terms in the Merger Agreement (as defined below).
AGREEMENT OF JOINT FILINGJoint Filing Agreement • March 5th, 2018 • BPEA Teamsport LTD • Services-auto rental & leasing (no drivers)
In accordance with Rule 13d-1(k) under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to (i) the joint filing on behalf of each of them of a statement on Schedule 13D (including amendments thereto) with respect to the Class A Shares (including Class A Shares represented by ADSs) of eHi Car Services Limited and (ii) that this Joint Filing Agreement be included as an exhibit to such joint filing, provided that, as contemplated by Section 13d-1(k)(ii), no person shall be responsible for the completeness and accuracy of the information concerning the other persons making the filing unless such person knows or has reason to believe such information is inaccurate.
