Extracted from this filing and checked against the source text.
Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
Distoken Acquisition Corp: Ning Wang resigned as director and officer; Yunlei Wang appointed as sole director of Distoken following the business combination.
Exact text from the filing
Ning Wang resigned and ceased to be directors and/or officers of Distoken. Following the consummation of the Business Combination, Yunlei Wang was appointed to serve as the sole director of Distoken.
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Governance Changes
SEC 8-K Item 5.03/5.05/5.06
confidence 0.9
Distoken Acquisition Corp: Adopted amended and restated memorandum and articles of association, effective July 9, 2025, in connection with the business combination and merger, resulting in Distoken becoming a wholly-owned subsidiary of Pubco (effective 2025-07-09).
- Change
- charter amendment
- Effective
- 2025-07-09
Exact text from the filing
In connection with the consummation of the Business Combination, Distoken adopted an amended and restated memorandum and articles of association (the “Charter”), and in accordance with which, Distoken became a wholly-owned subsidiary of Pubco in connection with the Second Merger. Distoken filed the Charter with the Cayman Islands Registrar of Companies on July 9, 2025.
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M&A Transactions
SEC 8-K Item 2.01/5.01
confidence 0.9
Distoken Acquisition Corp underwent a change of control involving Youlife International Holdings Inc. (closed 2025-07-09).
- Action
- change of control
- Counterparty
- Youlife International Holdings Inc.
- Closing
- 2025-07-09
Exact text from the filing
On July 9, 2025, Distoken Acquisition Corporation, a Cayman Islands exempted company (“Distoken”) and Youlife International Holdings Inc. , a Cayman Islands exempted company (“Youlife”) consummated (the “Closing”) the transactions (collectively, the “Business Combination”) contemplated by that certain Business Combination Agreement, dated as of May 17, 2024, as amended on November 13, 2024 and January 17, 2025 (the “Business Combination Agreement”), by and among Youlife Group Inc., a Cayman Islands exempted company (“Pubco”), Xiaosen Sponsor LLC, a Cayman Islands limited liability company (the “Sponsor”), Youlife I Limited, a Cayman Islands exempted company and a wholly-owned subsidiary of Pubco, Youlife II Limited, a Cayman Islands exempted company and a wholly-owned subsidiary of Pubco (“Second Merger Sub”), and Youlife.
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