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. Min Feng, Lei Sun and Chao Shen completed the acquisition of remaining 57.3% stake in Ruhnn Holding Limited (NasdaqGS:RUHN) on April 20, 2021. As a result of the Merger, Ruhnn Holding ceased to be a publicly traded company. Ruhnn Holding has requested that trading of its ADSs on the Nasdaq Global Select Market ("Nasdaq") be suspended as of the close of trading on April 20, 2021. Ruhnn Holding has also requested that Nasdaq file a Form 25 with the Securities and Exchange Commission (the "SEC") notifying the SEC of the delisting of the Company's ADSs on Nasdaq and the deregistration of the Company's registered securities. Ruhnn Holding intends to suspend its reporting obligations under the Securities Exchange Act of 1934, as amended, by filing a Form 15 with the SEC in ten days following the filing of the Form 25. The deregistration will become effective 90 days after the filing of the Form 15 or such shorter period as may be determined by the SEC. Ruhnn Holding's obligations 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 terminate once the deregistration becomes effective.