DCP Capital Partners, L.P., a fund of DCP Investments made a non-binding proposal to acquire 51job, Inc. (NasdaqGS:JOBS) for $4.6 billion on September 17, 2020. DCP Capital Partners II, L.P., a fund managed by DCP Investments, Ocean Link, Recruit Holdings Co., Ltd. (TSE:6098) and Rick Yan, Chief Executive Officer of 51job (consortium) entered into a definitive agreement to acquire 51job from Recruit Holdings Co., Ltd., Rick Yan, and others for $5.9 billion on June 21, 2021. The consortium would acquire the common shares of 51job at $79.05 per share in cash. As of January 12, 2022, the bid price decreased from $79.05 per share in cash to $57.25 per share in cash and 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%. As of March 1, 2022, the bid price decreased from $79.05 per share in cash to $61 per share in cash. DCP Capital Partners is prepared to promptly negotiate and finalize definitive agreements providing for the transaction. The consortium intends to fund the transaction through a combination of cash contributions from certain members of the consortium pursuant to their respective equity commitment letters, equity contributions from certain shareholders of 51job, proceeds from certain committed term loan facilities in an aggregate amount up to $1.875 billion from China Merchants Bank Co., Ltd. Upon termination of the agreement, 51job will be required to pay $80 million and the consortium would be required to pay $160 million. As on March 1, 2022, termination fees has revised and now 51job will be required to pay $70 million and the consortium would be required to pay $140 million.

As of September 21, 2020, 51job's Board of Directors formed a special committee of two independent directors, Li-Lan Cheng and Eric He, to evaluate and consider the preliminary non-binding acquisition proposal letter. The transaction has been unanimously approved by the special committee and resolved to recommend the shareholders to vote to approve the transaction. The transaction is subject to customary closing conditions including the approval by 51job shareholders representing at least two-thirds of the voting power of the shares. The transaction has been approved by the Board of Directors of the consortium. Rick Yan, Recruit, and certain other existing shareholders of 51job have agreed to vote all of the Shares and ADSs they beneficially own, which represent approximately 54.9% of the voting rights attached to the total outstanding Shares of 51job in favor of the approval of the transaction. As of April 27, 2022, the transaction has been approved by the shareholders of 51job, Inc. The merger was approved by approximately 93% of the total votes cast at the extraordinary general meeting. If and when completed, the merger would result in 51job becoming a privately held company and its ADSs would no longer be listed or traded on any stock exchange, including the NASDAQ Global Select Market, and 51job's ADS program would be terminated. The transaction is expected to close during the second half of 2021. The transaction is expected to complete in first half of 2022.

Duff & Phelps, LLC acted as a financial advisor and fairness opinion advisor for the special committee of 51job. Miranda So of Davis Polk & Wardwell LLP acted as a legal counsel to the special committee of 51job. Ian C. Ho, Katie Sudol and Sonya Ho of Simpson Thacher & Bartlett LLP acted as U.S. legal counsel, Jun He Law Offices acted as legal counsel to 51job and Maples and Calder LLP acted as legal counsel to 51job. Judie Ng Shortell, Wei Song and Felix Liang of Paul, Weiss, Rifkind, Wharton & Garrison LLP while Daniel Dusek, Jacqueline Zheng, Joseph Raymond Casey, Min Lu and Elaine Xu of Kirkland & Ellis LLP and Tim Gardner and William Welty of Weil, Gotshal & Manges LLP acted as international co-counsels to the consortium. Fangda Partners acted as PRC legal counsel and Ogier and Harney Westwood & Riegels LP acted as Cayman Islands legal counsels to the consortium. Brian E. Hamilton and Garth W. Bray of Sullivan & Cromwell LLP and Haiwen & Partners acted as legal counsel to Recruit. Conyers Dill & Pearman LLP acted as Cayman Islands legal counsel to Recruit and JPMorgan Securities Japan Co., Ltd. acted as financial advisor to Recruit. Ernst & Young Global Limited acted as financial advisor and due diligence provider to DCP Investments.

DCP Capital Partners II, L.P., a fund managed by DCP Investments, Ocean Link, Recruit Holdings Co., Ltd. (TSE:6098) and Rick Yan, Chief Executive Officer of 51job (consortium) completed the acquisition of 51job from Recruit Holdings Co., Ltd., Rick Yan, and others on May 6, 2022. As a result of the Merger, the Company will cease to be a publicly traded company and will instead be a private company beneficially owned by the Participants. As a result of the Merger, the Company has become a privately held company and its ADSs will no longer be listed on the NASDAQ Global Select Market (the “NASDAQ”). The Company also announced today that it requested that trading of its ADSs on the NASDAQ be suspended as of May 6, 2022. The Company requested that the NASDAQ file a Form 25 with the Securities and Exchange Commission (the “SEC”) notifying the SEC of the delisting of its ADSs on the NASDAQ and the section 12(b) deregistration of the Company's registered securities. The deregistration will become effective 90 days after the filing of the Form 25 or such shorter period as may be determined by the SEC. The Company intends to suspend its reporting obligations and terminate registration under 12(g) of the Securities Exchange Act of 1934, as amended, by filing a Form 15 with the SEC as promptly as practicable. The Company's obligation to file with the SEC certain reports and forms, including Form 20-F and Form 6-K, will be suspended immediately as of the filing date of the Form 15 and will cease once the deregistration becomes effective.