Min Feng, Lei Sun and Chao Shen entered into a preliminary non- binding proposal to acquire remaining 57.3% stake in Ruhnn Holding Limited (NasdaqGS:RUHN) for approximately $160 million on November 25, 2020. Min Feng, Lei Sun and Chao Shen entered into an agreement to acquire remaining 57.3% stake in Ruhnn Holding Limited NasdaqGS:RUHN) for approximately $170 million on February 3, 2021. Under the terms of the transaction, Min Feng, Lei Sun and Chao Shen will acquire all outstanding Class A ordinary shares, including Class A ordinary shares represented by American depository shares and Class B ordinary shares not already owned by them for $0.68 per Share or $3.4 per ADS in cash in a going private transaction. As of February 3, 2021, Under the terms of the transaction, Min Feng, Lei Sun and Chao Shen will acquire all outstanding Class A ordinary shares, including Class A ordinary shares represented by American depository shares and Class B ordinary shares not already owned by them for $0.70 per Share or $3.5 per ADS in cash in a going private transaction. The transaction is expected to be financed with cash on hand and third-party equity and/or debt financing (if required). Buyer Group have delivered the Subscription Agreement and the Loan Agreement committing sufficient debt and equity financing to complete the Merger. The Board of Directors of Ruhnn Holding Limited has formed a special committee consisting of independent directors Cecilia Xiaocao Xu, Junhong Qi and Tina Ying Shi to evaluate and consider the transaction. After evaluating the Proposed Transaction, the Special Committee unanimously determined that the Merger Agreement, the Plan of Merger, and the Merger were fair to, advisable, and in the best interests of the Company and Unaffiliated Security Holders, and unanimously recommended that the Board authorize and approve the Merger Agreement, the Plan of Merger, and the Merger. The transaction is expected to close by June 30, 2021. As of April 2021, the merger is expected to close in April 2021. King & Wood Mallesons LLP acted as legal advisor for Min Feng, Lei Sun and Chao Shen. Duff & Phelps, LLC is serving as financial advisor and fairness opinion provider, Xue Fang of Gibson, Dunn & Crutcher LLP is serving as legal advisor to the Special Committee formed by Ruhnn. Ogier, Rothschild & Rosenfeld, P.C. acted as legal advisor to Ruhnn.