China-based job board and HR resource services provider 51job Inc. announced that it has entered into an amendment to its previously announced agreement and Plan of Merger on 21 June 2021 with Garnet Faith Limited.

Pursuant to the amended merger agreement, and subject to the terms and conditions thereof, Garnet Faith will merge with and into 51job with 51job being the surviving company, in a transaction implying an equity value of 51job of approximately USD 4.3 billion in which the company will be acquired by a consortium of investors.

Earlier this year, the group announced that it received a proposal to amend its going-private transaction. In that proposal letter, published on January 2022, Garnet Faith proposed to reduce the merger consideration from USD 79.05 in cash per common share to USD 57.25 in cash per common share and reduce the combined ownership of DCP Capital Partners II, L.P. and Ocean Link Partners Limited in the company upon consummation of the proposed merger to 9.99%.

Garnet Faith stated the changes in its proposal came ‘in light of the widely-publicised recent legislative and regulatory developments in the PRC (People’s Republic of China) surrounding national security, cybersecurity, and data security, and in order to increase the certainty of closing the transaction on a timely basis in compliance with all applicable PRC laws.”

The latest amended merger consideration represents a premium of 33.10% to the closing price of the company’s ADSs (American Depository Shares) on 11 January 2022, the last trading day prior to the company’s announcement of its receipt of the Revised Proposal, and a premium of 31.38% to the volume  weighted average closing price of the company’s ADSs during the last 30 days prior to its receipt of the Revised Proposal.

The amended merger agreement also extends the termination date upon which either 51job, Inc. or Garnet Fait may terminate the amended merger agreement, from 21 March 2022 to 31 August 2022.

The company’s board of directors, acting upon the unanimous recommendation of a committee of independent and disinterested directors established by the Board, approved the amended merger agreement and the merger and resolved to recommend the company’s shareholders vote to approve the amended merger agreement and the merger.

The merger, which is currently expected to close during the first half of 2022, is subject to customary closing conditions.