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Jiayuan Enters Into Letter Agreement In Relation To Proposed Merger

BEIJING, March 9, 2016 /PRNewswire/ -- Jiayuan.com International Ltd. (DATE) ("Jiayuan" or the "Company"), operator of the largest online dating platform in China, today announced that it has entered into a letter agreement (the "Letter Agreement") with LoveWorld Inc. ("Parent") and FutureWorld Inc. ("Merger Subsidiary"), a wholly-owned subsidiary of Parent. At an extraordinary general meeting held on December 29, 2015, the Company's shareholders voted in favor of the proposal to authorize and approve the previously announced Agreement and Plan of Merger (the "Merger Agreement") dated as of December 7, 2015 among the Company, Parent and Merger Sub, pursuant to which Merger Sub will be merged with and into the Company with the Company continuing as the surviving company (the "Merger") and to authorize and approve any and all transactions contemplated by the Merger Agreement, including the Merger.

Under the terms of the Letter Agreement, the Company consents to the transfer by Baihe Network Co., Ltd. ("Sponsor") of its 100% equity interest in Tianjin Baihe Shidai Assets Management Co., Ltd., the sole and direct shareholder of Parent, to Tianjin Xingfu Shidai Enterprise Management Co., Ltd. ("Newco" and such transfer, the "Parent Transfer"). Sponsor owns 28% of the equity interests of Newco and the remaining 72% of the equity interests...


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