12 May, 2015

Orrick, Herrington & Sutcliffe LLP (“Orrick”) is advising JD.com Inc. (“JD”), the an e-commerce site in China, in its investment in Tuniu Corporation (“Tuniu”), an online leisure travel company in China, along with a group of investors including affiliates of Ctrip.com, DCM V, Hony Capital, Sequoia Capital and Temasek Holdings. The aggregate investment amount by all these investors is USD 500m.

Under the terms of the agreements, JD alone will purchase a total of USD 350m  newly issued Class A ordinary shares of Tuniu through a combination of USD 250m in cash and USD 100m in resources. In addition, JD has entered into a strategic agreement with Tuniu, pursuant to which Tuniu will be endowed with the exclusive rights to operate the leisure travel channel for both JD’s website and mobile apps for five years without commission fees. As the preferred partner of JD for hotel and air tickets booking services, Tuniu will benefit from JD’s operation support and resources.

The transaction is expected to close in the second quarter of 2015, subject to customary closing conditions. Upon the completion of this transaction, JD will become Tuniu’s largest shareholder.

This is JD’s second investment in Tuniu within six months. Orrick advised JD on the USD 148m investment in Tuniu with a group of investors in December 2014.

“These investments will help JD further tap into the lucrative tourism market and boost its customer base in China,” Orrick corporate partner Jie (Jeffrey) Sun commented. “We are so glad to have helped JD in its two rounds of investment in Tuniu.”

The Orrick team is led by Shanghai-based corporate partner Jie (Jeffrey) Sun.

Conventus Law