DLA Piper advises Youlife on SPAC merger to go public on NASDAQ

DLA Piper has advised Youlife International (Youlife), a leading blue-collar lifetime service platform in China and one of the largest non-state owned human resource service providers, on a definitive Business Combination Agreement with Distoken Acquisition Corporation (Distoken), a publicly traded Special Acquisition Company (SPAC). Pursuant to the agreement, Youlife and Distoken will merge with newly formed subsidiaries of Youlife Group Inc, a Cayman Islands exempted company which will serve as the parent company of both Youlife and Distoken following the consummation of the Business Combination. The newly formed company is expected to be listed on the Nasdaq Stock Market under the ticker symbol YOUL.

Youlife is a leading blue-collar lifetime service platform in China. Operating under the brand name Youlan (优蓝), Youlife integrates vocational education services, recruitment services, employee management services, and market services for blue-collar talent and businesses in China. Cognizant of the deep-rooted pain points within China’s massive vocational education industry, blue-collar recruitment, employee management, and market service industry, Youlife’s platform aims to empower blue-collar workers with vocational learnings and on-the-job skills, navigate their job search, connect blue-collar job seekers with suitable employers, and deliver tailored human resources solutions to businesses.

Distoken is a blank check company incorporated as a Cayman Islands exempted company in 2020, for the purpose of effecting a merger, share exchange, asset acquisition, share purchase, recapitalisation, reorganisation or other similar business combination with one or more businesses or entities.

Both parties are in agreement that the Business Combination Agreement will help to support Youlife’s strategic development plans to solidify and further reinforce its dominant market position in the blue-collar talent services industry in China, accelerate its expansion into other markets abroad as well as attract international investors.

George Wu, Hong Kong based partner in DLA Piper’s Corporate practice commented “This is a significant milestone for Youlife and an exciting time as it unlocks the next stage of its business development and looks to access US capital markets. Youlife has a unique business model and the opportunities and scope for growth are huge. DLA Piper has significant experience advising clients on SPAC related transactions across the world. This latest deal is another example of how our teams came together with shared knowledge and insights to drive success for Youlife.”

George, together with corporate partners James Chang and Yang Ge co-led the deal. They were supported by Wenhong You, Olivia Lai, Stephanie (Chen) Zhang, Vera Chen, Qianshan Liu; and Jennifer Chen (Kaiman Legal). James, Yang, Olivia and Stephanie are based in Beijing, while Wenhong, Vera and Qianshan are all based in Shanghai.

The completion of the Business Combination is subject to regulatory approvals, the approval of the transaction by the shareholders of Distoken, Youlife and the satisfaction or waiver of other customary closing conditions.