Puxin Limited (NEW) to Change ADS Ratio from 1-to-2 to 1-to-20

January 27, 2022 5:55 AM EST

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Puxin Limited (NYSE: NEW), today announced that it will change the effective date of its change to the ratio of its American depositary shares ("ADSs"). On January 21, 2022, Puxin announced that it intended to change the ratio of its ADSs representing ordinary shares from one (1) ADS representing two (2) ordinary shares to one (1) ADS representing twenty (20) ordinary shares effective on or about February 1, 2022. In light of current market conditions, Puxin will instead change the ratio of its ADSs effective January 31, 2022.

For Puxin's ADS holders, the change in the ADS ratio will have the same effect as a one-for-ten reverse ADS split. There will be no change to the Company's underlying ordinary shares, and no ordinary shares will be issued or cancelled in connection with the change in ADS ratio. The Company will file a post-effective amendment to its registration statement on Form F-6 with the United States Securities and Exchange Commission ("SEC") to reflect the change in the ADS ratio. The effect of the ratio change on the ADS trading price on the New York Stock Exchange (the "NYSE") is expected to take place on or about January 31, 2022.

Each ADS holder of record at the close of business on the date when the change in ratio is effective will be required to surrender their old ADSs to the Company's depositary bank, Deutsche Bank Trust Company Americas, for cancellation of every ten (10) existing ADSs for one (1) new ADS. Puxin's ADSs will continue to be traded on the NYSE under the symbol "NEW".

No fractional new ADSs will be issued in connection with the change in the ADS ratio. Instead, fractional entitlements to new ADSs will be aggregated and sold by the depositary bank and the net cash proceeds from the sale of the fractional ADS entitlements (after deduction of fees, taxes and expenses) will be distributed to the applicable ADS holders by the depositary bank.

The purpose of the ADS ratio change is to increase the Company's ADS price to be in compliance with the NYSE's trading price requirements. As a result of the change in the ADS ratio, the ADS price is expected to increase proportionally, although the Company can give no assurance that the ADS price after the change in the ADS ratio will be equal to or greater than ten times the ADS price before the change or that the Company will be able to satisfy the NYSE's trading price or other continued listing requirements.

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