Zhaopin Announces Shareholder Approval of Merger Agreement
Melbourne, Sep 26, 2017 AEST (ABN Newswire) - SEEK Limited (
ASX:SEK) ("SEEK") advises that Zhaopin Limited (NYSE:ZPIN) ("Zhaopin"), its New York Stock Exchange listed subsidiary held an extraordinary general meeting of shareholders on 25 September 2017. Zhaopin's shareholders voted in favour of the proposal to authorise and approve the Merger of Zhaopin as detailed in SEEK's announcement on 7 April 2017.
Further details are set out in the attached copy of Zhaopin's announcement.
Zhaopin Limited Announces Shareholders' Approval of Merger Agreement
BEIJING, September 25, 2017 -- Zhaopin Limited (NYSE:ZPIN) ("Zhaopin" or the "Company"), a leading career platform in China focused on connecting users with relevant job opportunities through their career lifecycle, today announced that, at an extraordinary general meeting of shareholders held today, the Company's shareholders voted in favor of, among other things, the proposal to authorize and approve the previously announced agreement and plan of merger (the "Merger Agreement") dated April 6, 2017, among the Company, SEEK International Investments Pty Ltd. ("Parent") and Zebra Mergerco, Ltd. ("Merger Company"), pursuant to which Merger Company will be merged with and into the Company with the Company continuing as the surviving company (the "Merger"), the plan of merger required to be filed with the Registrar of Companies of the Cayman Islands (the "Plan of Merger") and the transactions contemplated by the Merger Agreement and the Plan of Merger, including the Merger.
Approximately 94.0% voting rights of the Company entitled to vote at the extraordinary general meeting were voted in person or by proxy at today's extraordinary general meeting. Of those voting rights, approximately 98.0% were voted in favor of the proposal to authorize and approve the Merger Agreement, the Plan of Merger and any and all transactions contemplated by the Merger Agreement, including the Merger. A two-thirds majority of the voting power represented by the ordinary shares of the Company present and voting in person or by proxy at the extraordinary general meeting was required for approving the Merger.
The parties currently 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 will result in the Company becoming a privately-held company and its ADSs will no longer be listed on the New York Stock Exchange. In addition, the ADSs and the Company's Class A ordinary shares represented by the ADSs will cease to be registered under Section 12 of the Securities Exchange Act of 1934.
About Zhaopin Limited
Zhaopin is a leading career platform in China, focusing on connecting users with relevant job opportunities throughout their career lifecycle. The Company's zhaopin.com website is the most popular career platform in China as measured by average daily unique visitors in each of the 12 months ended June 30, 2017, number of registered users as of June 30, 2017 and number of unique customers for the three months ended June 30, 2017.
The Company's over 140.0 million registered users include diverse and educated job seekers who are at various stages of their careers and are in demand by employers as a result of the general shortage of skilled and educated workers in China. In the fiscal year ended June 30, 2017, approximately 49.3 million job postings were placed on Zhaopin's platform by 613,083 unique customers including multinational corporations, small and medium-sized enterprises and state-owned entities. The quality and quantity of Zhaopin's users and the resumes in the Company's database attract an increasing number of customers. This in turn leads to more users turning to Zhaopin as their primary recruitment and career-related services provider, creating strong network effects and significant entry barriers for potential competitors. For more information, please visit http://www.zhaopin.com
About SEEK Limited
SEEK Limited (ASX:SEK) (OTCMKTS:SKLTY) is a diverse group of companies, comprised of a strong portfolio of online employment, educational, commercial and volunteer businesses. SEEK operates across 18 countries with exposure to over 2.9 billion people and approximately 26 per cent of GDP. SEEK makes a positive contribution to people's lives on a global scale. SEEK is listed on the Australian Securities Exchange, where it is a top 100 company with a market capitalisation close to A$6billion and has been listed in the Top 20 Most Innovative Companies Globally by Forbes, and Number One in Australia.
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