Dada Announces Completion of Going Private
Deal News | Jun 16, 2025 | Globenewswire
Dada Nexus Limited, a prominent local on-demand retail and delivery platform in China, has announced the completion of its merger with JD Sunflower Merger Sub Limited, a wholly-owned subsidiary of JD Sunflower Investment Limited. As a result of this merger, Dada Nexus has become a wholly owned subsidiary of JD, ceasing its status as a publicly traded entity. Shareholders approved the transaction at an extraordinary general meeting, and the effective exchange ratio was set as US$2.0 cash per ADS and US$0.5 per ordinary share. Various legal and advisory firms were involved in the transition, with actions underway to delist from Nasdaq and deregister with the SEC.
Sectors
- E-commerce
- Logistics and Delivery
- Private Equity and Venture Capital
- Financial Services
- Legal Services
Geography
- China – Home country of Dada Nexus Limited and JD.com, central to the business operations.
- United States – Site of Dada Nexus’s previous NASDAQ listing and subject to U.S. Securities regulations.
- Cayman Islands – Legal jurisdiction related to the Companies Act involved in the transaction.
- Hong Kong – The location of UBS AG’s branch supporting JD in the transaction.
Industry
- E-commerce – Related to Dada Nexus Limited’s business as a local on-demand retail platform.
- Logistics and Delivery – Involves the operations of Dada NOW, the local on-demand delivery service within Dada Nexus.
- Private Equity and Venture Capital – The merger involves private investment activity by JD.com acquiring Dada Nexus.
- Financial Services – Advisory services from companies like Kroll, LLC, and UBS AG concerning the transaction.
- Legal Services – Involvement of multiple legal firms such as Gibson, Dunn & Crutcher LLP in the merger process.
Financials
- US$2.0 per ADS – Cash consideration for each ADS in the merger.
- US$0.5 per Share – Cash consideration for each ordinary share in the merger.
Participants
| Name | Role | Type | Description |
|---|---|---|---|
| Dada Nexus Limited | Target | Company | China's leading local on-demand retail and delivery platform. |
| JD Sunflower Merger Sub Limited | Bidding Company | Company | A wholly owned subsidiary of JD Sunflower Investment Limited involved in the merger. |
| JD Sunflower Investment Limited | Parent Company | Company | Parent company of JD Sunflower Merger Sub Limited. |
| JD.com, Inc. | Bidding Parent Company | Company | Chinese e-commerce giant owning JD Sunflower Investment Limited. |
| Kroll, LLC | Financial Advisor | Company | Financial advisor to the Special Committee of Dada Nexus. |
| Gibson, Dunn & Crutcher LLP | Legal Advisor (U.S.) | Company | Providing U.S. legal advice to the Special Committee. |
| Appleby | Legal Advisor (Cayman Islands) | Company | Providing Cayman Islands legal advice to the Special Committee. |
| UBS AG Hong Kong Branch | Financial Advisor | Company | Providing financial advice to JD. |
| Skadden, Arps, Slate, Meagher & Flom LLP | Legal Advisor (U.S.) | Company | U.S. legal counsel to JD. |
| Harney Westwood & Riegels | Legal Advisor (Cayman Islands) | Company | Cayman Islands legal counsel to JD. |