BEIJING, April 18, 2014 /PRNewswire/ -- ChinaEdu
Corporation (NASDAQ: CEDU) (the "Company"), a leading online
educational services provider in China, today announced that, at an
extraordinary general meeting held today, the Company's
shareholders voted in favor of the proposal to approve the
previously announced Agreement and Plan of Merger dated
December 31, 2013 (the "Merger
Agreement"), by and among the Company, ChinaEdu Holdings Limited
("Holdings") and ChinaEdu Merger Sub Limited ("Merger Sub"),
pursuant to which Merger Sub will be merged with and into the
Company with the Company surviving the merger as a wholly owned
subsidiary of Holdings (the "Merger"). Of the Company's ordinary
shares entitled to vote at the extraordinary general meeting,
approximately 81.1% of such shares were voted in person or by proxy
at today's meeting. The proposal to approve the Merger Agreement
and the transactions contemplated thereby, including the Merger,
received approval from (i) approximately 99.3% of the ordinary
shares present and voting in person or by proxy as a single class
at the extraordinary general meeting, and (ii) approximately 98.0%
of the ordinary shares held by shareholders (excluding the
shareholders who are members of the buyer consortium that will
indirectly own 100% of the Company if the Merger is completed)
present and voting in person or by proxy as a single class at the
extraordinary general meeting.
The parties expect to complete the Merger as soon as
practicable, subject to the satisfaction or waiver of the
conditions set forth in the Merger Agreement. If and when
completed, the Merger would result in the Company becoming a
privately held company and its American depositary shares, each
representing three ordinary shares of the Company ("ADSs"), will no
longer be listed on the NASDAQ Global Market and the American
depositary shares program for the ADSs will terminate.
About ChinaEdu Corporation
ChinaEdu Corporation is an educational services provider in
China, incorporated as an exempted
limited liability company in the Cayman
Islands. Established in 1999, the Company's primary business
is to provide comprehensive services to the online degree programs
of leading Chinese universities. These services include academic
program development, technology services, enrollment marketing,
student support services and finance operations. The Company's
other lines of businesses include the operation of private primary
and secondary schools, online interactive tutoring services and
providing marketing, support for international and elite curriculum
programs and online learning community for adult students.
The Company believes it is the largest service provider to
online degree programs in China in
terms of the number of higher education institutions that are
served and the number of student enrollments supported. The Company
currently has entered into collaborative alliances with 13
universities, ranging from 15 to 50 years in length. The Company
has also entered into technology agreements with 8 universities.
Besides, ChinaEdu performs recruiting services for 23 universities
through a nationwide learning center network.
Safe Harbor: Forward-Looking Statements
Certain statements contained in this announcement may be viewed
as "forward-looking statements" within the meaning of
Section 27A of the U.S. Securities Act of 1933, as amended,
and Section 21E of the U.S. Securities Exchange Act of 1934,
as amended, and as defined in the U.S. Private Securities
Litigation Reform Act of 1995. These forward-looking statements can
be identified by terminology such as "if," "will," "expected," and
similar statements. Forward-looking statements involve inherent
risks, uncertainties and assumptions. Risks, uncertainties and
assumptions include: the possibility that competing offers will be
made; the possibility that debt financing may not be available; the
possibility that various closing conditions for the transaction may
not be satisfied or waived; and other risks and uncertainties
discussed in documents filed with the SEC by the Company, as well
as the Schedule 13E-3 transaction statement and the proxy statement
to be filed by the Company. These forward-looking statements
reflect the Company's expectations as of the date of this press
release. You should not rely upon these forward-looking statements
as predictions of future events. The Company undertakes no ongoing
obligation, other than that imposed by law, to update these
statements.
For further information, please contact:
Helen Plummer
Senior Investor Relations Coordinator
ChinaEdu Corporation
Phone: +1 908-442-9395
E-mail: helen@chinaedu.net
Simon Mei
Chief Financial Officer
ChinaEdu Corporation
Phone: +86 10 8418-7301
E-mail: simon@chinaedu.net
SOURCE ChinaEdu Corporation