China Distance Education’s Going Private Transaction

Davis Polk & Wardwell LLP served as U.S. legal counsel to the Buyer Group. Morgan Lewis and Conyers represented China Distance Education Holdings Ltd.

The buyer group consisting of Mr. Zhengdong Zhu, co-founder, chairman of the board of directors and chief executive officer of China Distance Education, Ms. Baohong Yin, co-founder and deputy chairman of the board of directors of China Distance Education, their affiliated entity, certain other existing shareholders and equity investors. The buyer group completed its acquisition for $2.45 per ordinary share or $9.80 per American depository share of China Distance Education. The transaction is subject to customary closing conditions, including approval by the shareholders of China Distance Education and is expected to close in the first half of 2021.

Headquartered in Beijing, China, and listed on NYSE, China Distance Education is a leading provider of online education and value-added services for professionals and corporate clients in China.

The Davis Polk corporate team included partner Howard Zhang (Picture), counsel – registered foreign lawyer Lijun (Annie) Yan and registered foreign lawyer Zhuoran (Michael) Xu.

Morgan Lewis partners Ning Zhang and David Sirignano, of counsel Ester Chow, associate Siyu Hu, China associate Lina Zheng, and China advisor Xuezhongying Yu represented China Distance Education Holdings.

The Conyers team comprised of Partner Anna Chong and Associate Charissa Ball.

Involved fees earner: Charissa Ball – Conyers Dill & Pearman; Anna Chong – Conyers Dill & Pearman; Lijun Yan – Davis Polk & Wardwell; Howard Zhang – Davis Polk & Wardwell; Michael Zhuoran Xu – Davis Polk & Wardwell; Siyu Hu – Morgan Lewis; David Sirignano – Morgan Lewis; Ning Zhang – Morgan Lewis; Lina Zheng – Morgan Lewis; Ester Chow – White & Case;

Law Firms: Conyers Dill & Pearman; Davis Polk & Wardwell; Morgan Lewis; White & Case;

Clients: Baohong Yin; China Distance Education; Zhengdong Zhu;

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Author: Michael Patrini