Chindata Group Announces Completion of Going Private Transaction

BEIJING, Dec. 19, 2023 (GLOBE NEWSWIRE) -- Chindata Group Holdings Limited (“Chindata Group” or the “Company”) (Nasdaq: CD), a leading carrier-neutral hyperscale data center solution provider in Asia-Pacific emerging markets, today announced the completion of its merger (the “Merger”) with BCPE Chivalry Merger Sub Limited (“Merger Sub”), a wholly owned subsidiary of BCPE Chivalry Bidco Limited (“Parent”), pursuant to the previously announced agreement and plan of merger dated as of August 11, 2023 (the “Merger Agreement”), by and among the Company, Parent and Merger Sub. As a result of the Merger, the Company ceased to be a publicly traded company and became a wholly owned subsidiary of Parent.

Under the terms of the Merger Agreement, which was approved by the Company’s shareholders at an extraordinary general meeting held on December 4, 2023, each of the Company’s Class A ordinary shares and Class B ordinary shares (collectively, the “Shares”) issued and outstanding immediately prior to the effective time of the Merger (the “Effective Time”), other than (i) the Shares deemed contributed to BCPE Chivalry Topco Limited by the Rollover Shareholders (as defined in the Merger Agreement), (ii) Shares (including Shares represented by American depositary shares (each, an “ADS”), each representing two Class A ordinary shares) held by Parent, Merger Sub, the Company or any of their subsidiaries, (iii) Shares (including ADSs corresponding to such Shares) held by the Company or The Bank of New York Mellon (the “Depositary”) and reserved for issuance and allocation pursuant to the 2020 Share Option Plan adopted by the Company and effective as of January 1, 2020 (the Shares described in clauses (i) through (iii), the “Excluded Shares”), (iv) Shares owned by holders who have validly exercised and not effectively withdrawn or otherwise lost their rights to dissent from the Merger pursuant to Section 238 of the Companies Act (As Revised) of the Cayman Islands (the “CICA”), and (v) Shares represented by ADSs, has been cancelled and ceased to exist in exchange for the right to receive US$4.30 per Share in cash without interest and net of any applicable withholding taxes. Each ADS issued and outstanding immediately prior to the Effective Time (other than ADSs representing Excluded Shares), together with each Class A ordinary share represented by such ADS, has been cancelled in exchange for the right to receive US$8.60 per ADS in cash (less $5.00 or less per 100 ADSs cancelled and any other fees and charges payable pursuant to the terms of the deposit agreement, dated September 29, 2020, among the Company, the Depositary and all holders from time to time of ADSs issued thereunder) without interest and net of any applicable withholding taxes. The Excluded Shares have been cancelled without payment of any consideration from the Company therefor and the Dissenting Shares have been cancelled and will entitle the former holders thereof to receive the fair value thereon determined in accordance with the provisions of Section 238 of the CICA.