China Mobile Games and Entertainment Enters Into Definitive Merger Agreement

On June 9, 2015, China Mobile Games and Entertainment Group Limited (CMGE) announced that it has entered into a definitive agreement and plan of merger with Pegasus Investment Holdings Limited and Pegasus Merger Sub Limited, under which Pegasus Investment Holdings Limited will acquire CMGE for $1.5714 per Class A or Class B ordinary share, or $22.00 per American depositary share, each representing 14 Class A ordinary shares.

Immediately after the completion of the transaction, Pegasus Investment Holdings Limited will be owned by the affiliates of Orient Hongtai Zhihe (Beijing) Investment Management Co., Ltd., a subsidiary of Orient Securities Company Limited; ChangJiang Growth Capital Investment Co., Ltd., a subsidiary of Changjiang Securities Company Limited; and Beijing HT Capital Investment Management Co., Ltd. Wilson Sonsini Goodrich & Rosati is serving as U.S. legal counsel to Orient Hongtai Zhihe (Beijing) Investment Management, ChangJiang Growth Capital Investment, and Beijing HT Capital Investment Management in the transaction.

CMGE's board of directors unanimously approved the merger agreement and the transaction, and resolved to recommend that CMGE's shareholders vote to authorize and approve the merger agreement and the transaction.

CMGE is the largest publisher and a leading developer of mobile games in China with integrated capabilities across the mobile game value chain. Its fully integrated capabilities include the development, licensing, publishing, distribution, and operation of mobile games, primarily in China. Its social games are mainly developed for Android and iOS-based smartphones. CMGE's extensive distribution network includes its proprietary game center application, handset pre-installations, application stores and web platforms, and mobile network operators.

WSGR's team is led by partner Zhan Chen and also includes associates Jing Xu and Michael Zhou, and legal assistant Yuwen Hua.

For more information, please see the press release regarding the transaction.