HONG KONG, July 30, 2013 /PRNewswire/ -- LJ International Inc. ("LJI" or the "Company"; NASDAQ: JADE), a company incorporated in the British Virgin Islands and a leading colored gemstone and diamond jeweler with retail and wholesale businesses, today announced the completion of the merger contemplated by the previously announced agreement and plan of merger dated March 22, 2013, among Flora Bloom Holdings, an exempted company with limited liability incorporated under the laws of the Cayman Islands ("Parent"), Flora Fragrance Holdings Limited, a business company with limited liability incorporated under the laws of the British Virgin Islands and wholly owned by Parent ("Merger Sub"), and the Company (the "Merger Agreement"). As a result of the merger, the Company became a wholly-owned subsidiary of Parent (the "Merger").
Under the terms of the Merger Agreement, which was approved by the Company's shareholders at an extraordinary general meeting on July 9, 2013, each ordinary share of the Company issued and outstanding has been cancelled in exchange for the right to receive US$2.00 in cash without interest (the "Merger Consideration"), except for the ordinary shares beneficially owned by Mr. Yu Chuan Yih, Mr. Peter Au, Ms. Ka Man Au, Mr. Hon Tak Ringo Ng, Mr. Yuin Chiek Lye, Ms. Vicky Chan, Mr. Zhicheng Shi, Primeon Inc., Hillside Financial and Shilin Investments, all of which ordinary shares have been cancelled without the right to receive any consideration thereon from the Company.
Shareholders of record as of the effective time of the Merger who are entitled to the Merger Consideration will soon receive a letter of transmittal and instructions from Computershare, the Company's paying agent, on how to surrender their share certificates in exchange for the Merger Consideration. Shareholders of record should wait to receive the letter of transmittal before surrendering their share certificates.