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Global Education Announces Closing of Merger and Intent to Delist From NASDAQ

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Global Education & Technology Group Limited (Nasdaq: GEDU) today announced the completion of the merger contemplated by the previously announced agreement and plan of merger, dated as of November 19, 2011, by and among the Company, Pearson plc, a public limited company organized under the laws of England and Wales, and Pearson's wholly owned indirect subsidiary, Genius Merger Sub. As a result of the acquisition, the Company became an indirect wholly owned subsidiary of Pearson.

Under the terms of the agreement and plan of merger, which was adopted by the Company's shareholders at an extraordinary general meeting held on December 19, 2011, each outstanding ordinary share of the Company (other than shares owned by Parent or Merger Sub or by the Company as treasury shares (if any), or shares as to which shareholders have validly exercised and have not effectively withdrawn or lost their appraisal rights under Section 238 of the Cayman Companies Law) has been cancelled in exchange for the right to receive US$2.7515 in cash without interest and each American Depositary Share, or ADS (each of which represents four ordinary shares) (other than ADSs held by Parent or Merger Sub or by the Company as treasury shares (if any)), has been cancelled in exchange for the right to receive US$11.006 in cash per ADS without interest.

 

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