Kawaley J
IN THE GRAND FINANCIAL SI IN THE MATTER AND IN THE MATTER IN CHAMBERS APPROVED 08/2018 OF THE CAYMAN ISLANDS RVICES DIVISION CAUSE NO. FSD OF THE COMPANIES LAW (2016 REVISION) (AS AMENDED) FOR: OURYOU, INC. 9 OF 2018 (IKJ) ENDED) Before: Heard: Date of Decision: Draft Ruling cir- Mr Stephen Atherton QC and Mr Jan Golaszewski of CDB-CTIC ("the Applicant") Mr James Eldridge and Mr Malachi Sweetman of Mai behalfofLeyou, Inc ("the Company") Mr Chris Keefe of Walkers on behalf of Carlyle Asia IV, L.P. and CAGP IV Co-Investment L.P. ("the Pet The Hon. Justice Kawaley 29 May 2018 30 May 2018 rulated: 30 May 2018 of Carey Olsen for fees and Calder on Growth Partners tioners") Ruling Approved Winding-up petition application SUMMARY RULING ON APPLICATION TO BE SUBSTITUTED AS 05/17/2018 - Quarter of Leyou, Inc. - FSD 9 OF 2018 (IKJ)-Summary Ruling on Application 1 for substitution
1. The Petit Company and perm that they preferred course. T
The Petit enable the substitution which was argument.
The Appli creditor, honours asserts that the monie been paid Petition of redemptio and depri
The Merg cannot pre hanging o issues: (a) icant contends that it is either a preference shareholder. Although it served a redemption request which the Company in full the amount the Applicant now accepts, it lawfully withdrew its redemption request before it was tendered on behalf of the Company by its subsidiary could by the Company (the Applicant declined to accept the essentially complains about the Company's conduct in a request, in particular in refusing to acknowledge it was using it of its rights to dissent to the Merger. per which I am satisfied will potentially rescue the Company proceed with the Sword of Damocles in the form of a waiver it. The substitution application required the Court to de- whether the Applicant had been validly redeemed, or whether was still a shareholder/redemption applicator with a creditor or a redemption company belatedly due, the Applicant not lawfully have responding to its still a shareholder from insolvency nding-up petition side two headline other the Applicant to be subsumed (a)
The first impossible that the di alternative tenuous) fo to require involved w as for the Petitioners and exercise dissenting rights in respect if the Applicant had standing to petition, should the deference to grant or refuse the application? broad question involved complicated legal issues upon it to reach a quick concluded view. On the other hand it weretionary factors weighing against permitting substitution remedies and a draft Petition the merits of which app outweighed those in favour. In these circumstances, just an expedited decision on the substitution application sith promoting the Merger can know where they stand as su- 51/70/Matter of Leyou, Inc. - FSD 9 OF 2018 (KJ-J) Summary Ruling on Application
6. According which is refused in issue of standing, tion application is 18