Transition Agreement
- Positions: Effective from the date of the Transition Agreement,
Mr. Ju will act as the non-executive vice chairman and a member of the strategy committee of the board of directors of the Company for a period of time of no more than eighteen months from the date of the Transition Agreement, unless otherwise extended by the Company andMr. Ju . The above limitation on tenure does not apply toMr. Ju's position as a director of the Company. - Non-Competition and Non-Solicitation:
Mr. Ju and his affiliates will continue to be bound by certain customary non-competition and non-solicitation obligations in favor of the Company as agreed betweenMr. Ju , the Company,BCPE Stack Holdings Limited andBCPE Bridge Cayman Limited , during the period thatMr. Ju or any of his affiliates directly or indirectly owns any equity interest of the Company and nine months thereafter. - Termination of Voting Proxy: The proxy agreement between
Abiding Joy Limited , Mr. Ju’s wholly-owned company andBCPE Stack ESOP Holdco Limited , datedSeptember 22, 2020 , pursuant to whichAbiding Joy Limited was appointed as the proxy to vote any shares of the Company held byBCPE Stack ESOP Holdco Limited at any general meetings, will be terminated immediately. Following such termination,Abiding Joy Limited will no longer have any voting power with respect to any shares of the Company held byBCPE Stack ESOP Holdco Limited . - Share Conversion: Mr. Ju will convert 4,958,769 Class B ordinary shares held by
Abiding Joy Limited into Class A ordinary shares effective on the date of the Transition Agreement. In addition, subject to the vesting of Mr. Ju’s equity interest inBCPE Stack ESOP Holdco Limited , 8,057,824 Class B ordinary shares in the Company currently held byBCPE Stack ESOP Holdco Limited will be converted into Class A ordinary shares immediately prior to the transfer of such shares toMr. Ju orAbiding Joy Limited (when such shares are to be so transferred following vesting thereof). Except for the aforesaid conversion, the status of the other Class B ordinary shares in the Company will remain unchanged, subject to the terms of the Fifth Amended and Restated Memorandum and Articles ofAssociation of the Company and the Transition Agreement.
About
Safe Harbor Statement
This announcement contains forward-looking statements. These statements are made under the “safe harbor” provisions of the
Forward-looking statements involve inherent risks and uncertainties. A number of factors could cause actual results to differ materially from those contained in any forward-looking statement, including but not limited to the following: Chindata Group’s goals and strategies; its future business development, financial condition and results of operations; the expected growth and competition of the data center and IT market; its ability to generate sufficient capital or obtain additional capital to meet its future capital needs; its ability to maintain competitive advantages; its ability to keep and strengthen its relationships with major clients and attract new clients; its ability to locate and secure suitable sites for additional data centers on commercially acceptable terms; government policies and regulations relating to Chindata Group’s business or industry; general economic and business conditions in the regions where
For Enquiries, Please Contact:
Chindata IR Team
ir@chindatagroup.com
Mr.
dongning.wang@chindatagroup.com
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