Shopping Cart

Distoken Acquisition Corporation *

Distoken Acquisition Corporation *

Oct 16, 2020 by Roman Developer

PROPOSED BUSINESS COMBINATION: Youlife Group Inc.

ENTERPRISE VALUE: $tbd million
ANTICIPATED SYMBOL: tbd 

Distoken Acquisition Corporation proposes to combine with Youlife Group Inc.

Youlife is a leading blue?collar lifetime service platform in China. Operating under the brand name Youlan, Youlife is a platform company that integrates vocational education services, recruitment services, employee management services, and market services for blue-collar talent and businesses in China. Cognizant of the deep-rooted pain points within China’s massive vocational education industry, blue-collar recruitment service industry, blue-collar employee management industry and blue-collar market service industry, Youlife’s blue-collar lifetime service platform aims to empower blue-collar workers with vocational learnings and on-the-job skills, navigate their job search, connect blue-collar job seekers with suitable employers, and deliver tailored human resources solutions to businesses.

EXTENSION – 11/19/24 – LINK

  • The SPAC approved the extension from November 18, 2024 to November 18, 2025.
    • 3,229,522 shares were redeemed.
    • $30K per month will be deposited into the trust account.

TRANSACTION

  • Under the Business Combination Agreement, the aggregate merger consideration amount to be paid to the shareholders of the Company is $700,000,000 and will be paid entirely in newly issued ordinary shares of Pubco, with each share valued at $10.00.
  • The Sponsor agreed to pay all unpaid expenses of Distoken in excess of $10,000,000 and any finder fee owed pursuant to the business combination marketing agreement between Distoken and I-Bankers Securities, Inc. (if any) and the Sponsor agreed to indemnify and hold harmless Distoken and Pubco with respect to any such unpaid amounts.

SPAC FUNDING

  • There is no additional funding at this time.

LOCK-UP

  • Company and Sponsor
    • 12 months from the Closing and concerning 50% of the shares, can be released if the share price equals or exceeds $12.50 for 20/30 trading days at least 150 days after the Closing.

NOTABLE CONDITIONS TO CLOSING

  • Distoken having at least $5,000,001 in net tangible assets as of the Closing

NOTABLE CONDITIONS TO TERMINATION

  • The Business Combination Agreement may be terminated at any time prior to the Closing by either Distoken or the Company if the Closing does not occur by December 31, 2024 (the “Outside Date”); provided that if Distoken seeks and receives an extension of the deadline by which it must consummate its initial business combination, either Distoken or the Company shall have the right to extend the Outside Date by an additional period equal to the shorter of (A) three additional months and (B) the period ending on the last day by which Distoken must consummate its initial business combination pursuant to such extension or such other date as may be extended for only one time pursuant to the Business Combination Agreement.

ADVISORS

  • Company
    • DLA Piper UK LLP, Tian Yuan Law Firm LLP and Haiwen & Partners are serving as legal counsels.
  • SPAC
    • Ellenoff Grossman & Schole LLP, Jingtian & Gongcheng and Fangda Partners are serving as legal counsels.

EXTENSION – 11/15/23 – LINK

  • The SPAC approved the extension from November 18, 2023 to November 18, 2024.
    • 3,018,308 shares were redeemed for $10.57 per share.
    • $30K per month will be deposited into the trust account.

MANAGEMENT & BOARD

Executive Officers

Jian Zhang, 39
Chief Executive Officer and Chairman

Mr. Zhang has significant experience in designing, developing and operating message platforms and investing in the informational, biological, block-chain and consumer technology industries. He is currently a director of many technology and investment firms, including Yunnan Jimaoxin Information Technology Co., Ltd., Chongqing Wangwang Supply Chain Management Co., Ltd., Shenzhen Zenyi Tonglian Technology Co., Ltd. and Zhuhai Meining Technology Co., Ltd. Since August 2015, he has been the Chief Executive Officer and the Managing Partner of Yunnan Xiaosen Venture Capital Co., Ltd., a fund active in angel-round capital raising for the Internet and social media startups. Since August 2017, Mr. Zhang has also been the Chief Executive Officer and Director of Hangzhou Hechuang Investment Management Co., Ltd., a fund investing in the processing, supply chain and retail channel related to agricultural products. Since August 2018, Mr. Zhang has also been the Chief Executive Officer of Tongzheng Huilian Technology (Beijing) Co., Ltd., a high-tech company focusing on the research of blockchain technology and the development, operation and maintenance of alliance chain. From January 2005 to August 2018, he served as the Chief Executive Officer at Kunming Limit Technology Company Limited, a high-tech company mainly engaged in the development of the mobile communication protocol and the application gateway. Mr. Zhang graduated from Guangdong Ocean University with a Bachelor’s degree in Engineering.

Jirong Lyu, 39
Chief Financial Officer and Director Nominee

Since March 2016, Mr. Lyu has served as a Managing Partner of Dongguan Taihua Tax Accountant Firm, an accounting firm, and Chief Financial Officer at Shanghai Shengkai Technology Co., Ltd., a company focusing on providing technical and operational services to Chinese e-commerce enterprises with cross-border operations. Mr. Lyu served as the Head of the Financial Securities Market at Guangdong Vocational College of Innovation and Technology, School of Finance and Economics from July 2011 to March 2016, during which time he led the editing of three academic textbooks focused on computerized accounting published by major Chinese universities. From July 2006 to June 2011, Mr. Lyu served as the Manager of the Tax Department at Dongguan Wabisen Certified Public Accountants Co., Ltd., an accounting firm. Mr. Lyu graduated from Zhengzhou University of Aeronautics with a Bachelor’s degree in Management.

Yiwen Ma, 36
Chief Technology Officer

Mr. Ma has substantial experience researching and developing the systems and programs related to instant messaging and big data technology. Since September 2009, he has been serving as the Software Manager of Kunming Limit Technology Company Limited, a high-tech company engaged in the development of the mobile communication protocol and the application gateway. Mr. Ma graduated from Kunming University of Science and Technology with a Bachelor’s degree in Engineering.

 

Board of Directors

John Wallace, 71
Director

Mr. Wallace has served as the Chairman and Chief Executive Officer of the Delaware Board of Trade, a subsidiary of Ideanomics,Inc. (NASDAQ: IDEX) that is a broker-dealer operating an Alternative Trading System (ATS) for equities not listed on a stock exchange, since December 2015. From July 2019 to June 2020, he served as a director of Ideanomics, Inc. and from January 2015 to May 2020, he served as a director of Gene Biotherapeutics, Inc. (OTCMKTS: CRMX), a company that manages a portfolio of investments in medical technologies. Since September 2006, Mr. Wallace has also served as the President and Chief Executive Officer of Philadelphia Financial Services, LLC, a company providing consulting services to firms in the financial services industry. From August 2008 to October 2011, he served as the President and Chief Executive Officer of Miami International Holdings, Inc., a company that builds exchange technology. From January 1981 to July 2008, Mr. Wallace served in various managerial positions, including the Chairman and Chief Executive Officer, of the Philadelphia Stock Exchange before its acquisition by the NASDAQ OMX Group Inc. in July 2008. Mr. Wallace graduated from Franklin & Marshall College in Lancaster, Pennsylvania with a Bachelor’s degree in Economics and retired honorably from the United States Army, holding the rank of Lieutenant Colonel.

Joseph Valenza, 64
Director

From June 2019 to April 2020, Mr. Valenza served as the President and Chief Revenue Officer of the Delaware Board of Trade. From September 2015 to May 2017, Mr. Valenza worked as a NASDAQ Equity Market Maker at Canacord Genuity Group Inc. (TSX: CF), a financial services firm. From June 2017 to May 2019, Mr. Valenza worked primarily on his real estate business. From May 2011 to August 2015, he served as the Vice President of Sales Retail Liquidity at The Goldman Sachs Group, Inc. (NYSE: GS). From October 2009 to April 2011, Mr. Valenza served as the Head of Sales at Surge Trading, a company that was a market maker in NYSE and NASDAQ securities. From May 2008 to September 2009, he was the President of Drexel Hamilton, LLC, an institutional broker-dealer. Mr. Valenza served as Senior Vice President of the Sales and Development at Lehman Brothers, Inc. from February 2006 to April 2008. He is a former member of the American Stock Exchange Retail Advisory Committee and the Chicago Board of Options Managing Directors Committee. Mr. Valenza attended St. Francis College with a Bachelor’s degree in History and was honorably discharged from the United States Coast Guard Reserve.

Ning Wang, 65
Director 

Since December 2014, Mr. Wang has served as the President of China Electronics Chamber of Commerce, or the CECC, an organization comprised of companies, groups and industry organizations engaged in the production, distribution, research of electronic products, and has also served in various managerial positions including the Secretary General and Vice Executive President at the CECC since 1993. He is an independent director at both Jiu Rong Holdings Ltd. (2358.HK), an investment holding company principally engaged in the manufacture and sale of digital televisions, and Fibocom Wireless Inc. (SHE: 300638), a Shenzhen-based wireless communication module and Internet-of-Things solution provider. From January1990 to March 1992, he served as the director of the Management Division of the National Household Appliances Management Center. Mr. Wang graduated from Remin University of China with a Bachelor’s degree in political economics.

ByRoman Developer